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GasLog Partners

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FY2020 Annual Report · GasLog Partners
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UNITED STATES
SECURITIES AND EXCHANGE  COMMISSION

Washington, D.C. 20549

(Mark One)

FORM 20-F

(cid:1) REGISTRATION STATEMENT PURSUANT  TO  SECTION 12(b) OR (g) OF THE SECURITIES

EXCHANGE ACT OF 1934

(cid:2) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)  OF THE SECURITIES  EXCHANGE

ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2020

(cid:1) TRANSITION REPORT PURSUANT TO SECTION  13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

(cid:1) SHELL COMPANY REPORT PURSUANT  TO  SECTION 13 OR 15(d) OF  THE SECURITIES

EXCHANGE ACT OF 1934

GasLog Partners  LP

(Exact name of  Registrant as  specified  in its  charter)
Not Applicable
(Translation  of  Registrant’s  name into  English)
Republic of the  Marshall Islands
(Jurisdiction  of incorporation or organization)
c/o  GasLog  LNG  Services Ltd
69 Akti  Miaouli 18537  Piraeus Greece
(Address of principal executive  offices)
Alexandros  Laios, General  Counsel
c/o GasLog LNG Services  Ltd,
69 Akti  Miaouli 18537
Piraeus, Greece
Telephone: +30 210 459 1000
Fax: +30 210 459 1242
(Name, Telephone, E-mail  and/or Facsimile  number  and Address of Company  Contact  Person)

SECURITIES REGISTERED OR TO  BE REGISTERED PURSUANT  TO  SECTION 12(b)  OF THE ACT:

Title of Each Class

Common Units representing  limited  partner  interests
Series A Preference Units
Series B Preference Units
Series C Preference Units

Trading  Symbols

GLOP
GLOP  PR A
GLOP  PR  B
GLOP  PR  C

Name of Each Exchange on Which
Registered

New  York  Stock  Exchange
New  York  Stock Exchange
New York  Stock  Exchange
New  York Stock Exchange

SECURITIES REGISTERED PURSUANT TO  SECTION 12(g) OF THE ACT: None

SECURITIES FOR WHICH THERE IS A REPORTING OBLIGATION  PURSUANT TO SECTION 15(d)  OF  THE ACT:  None

Indicate the number of outstanding shares of each of the issuer’s  classes of capital  or  common stock  as of  the  close  of  the  period covered by the  annual report.

As of December 31, 2020,  there were 47,517,824 Partnership  common  units,  2,075,000 Class B  Units,  5,750,000 Series  A Preference Units, 4,600,000  Series B Preference
Units and 4,000,000 Series C Preference Units outstanding.

Indicate by check mark if the Company is  a well-known seasoned issuer, as  defined in Rule  405 of the Securities  Act.

Yes  (cid:1) No (cid:2)

If this report is an annual or transition report,  indicate by  check mark  if the  Company is not required  to  file  reports  pursuant to  Section  13 or 15(d) of  the  Securities
Exchange Act of 1934.

Yes  (cid:1) No (cid:2)

Indicate by check mark whether the Company (1) has filed all reports required  to  be  filed by Section  13  or  15(d) of  the  Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was  required  to  file  such  reports),  and (2)  has been  subject to  such filing requirements for  the  past
90 days.

Yes  (cid:2) No (cid:1)

Indicate by check mark whether the Company has submitted electronically  every Interactive Data File required  to  be  submitted  pursuant  to Rule  405 of  Regulation S-T
(§232.405 of this chapter) during the preceding 12 months (or for  such  shorter  period that the Company was required  to  submit  such  files).

Yes  (cid:2) No (cid:1)

Indicate by check mark whether the registrant is a large accelerated filer,  an  accelerated  filer, a non-accelerated filer, or an emerging  growth company.  See the
definitions of ‘‘large accelerated filer,’’ ‘‘accelerated filer,’’ and ‘‘emerging growth  company’’  in  Rule 12b-2  of the Exchange Act.
Large accelerated filer (cid:1)

Non-accelerated filer  (cid:1)

Accelerated filer (cid:2)

Emerging growth  company (cid:1)

If an emerging growth company that prepares its financial statements in  accordance  with  U.S.  GAAP, indicate by check mark if  the registrant  has elected not to use the
extended transition period for complying with any new or  revised financial  accounting standards† provided  pursuant to Section 13(a)  of the  Exchange Act.  (cid:1)

†The term ‘‘new or revised financial  accounting standard’’  refers  to  any  update issued by the Financial  Accounting Standards  Board to  its  Accounting  Standards
Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation  to  its  management’s  assessment of  the  effectiveness of its  internal control over
financial reporting under Section  404(b)  of the Sarbanes-Oxley Act (15  U.S.C. 7262(b)) by the registered public accounting  firm that  prepared or issued its audit report.
Yes  (cid:2) No (cid:1)

Indicate by check mark which basis of accounting  the Company has used to prepare  the  financial  statements included  in this filing.

U.S. GAAP (cid:1)

International  Financial  Reporting Standards  as  issued
by the International Accounting Standards Board  (cid:2)

Other  (cid:1)

If ‘‘Other’’ has been checked in response  to  the previous question, indicate  by  check mark  which financial statement  item the Company has elected to  follow.

Item 17 (cid:1) Item 18  (cid:1)

If this is an annual report,  indicate by check mark whether the Company is a shell company (as  defined in  Rule 12b-2 of the Exchange Act).

Yes  (cid:1) No (cid:2)

TABLE OF CONTENTS

ABOUT THIS REPORT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
FORWARD-LOOKING STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
PART I . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
IDENTITY OF DIRECTORS, SENIOR  MANAGEMENT AND ADVISERS . .
ITEM  1.
OFFER STATISTICS AND  EXPECTED TIMETABLE . . . . . . . . . . . . . . . . . . .
ITEM  2.
KEY INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  3.
INFORMATION ON THE PARTNERSHIP . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  4.
UNRESOLVED STAFF COMMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  4.A.
OPERATING AND FINANCIAL REVIEW  AND PROSPECTS . . . . . . . . . . . .
ITEM  5.
DIRECTORS, SENIOR  MANAGEMENT  AND EMPLOYEES . . . . . . . . . . . .
ITEM  6.
MAJOR UNITHOLDERS  AND RELATED PARTY TRANSACTIONS . . . . . .
ITEM  7.
FINANCIAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  8.
THE OFFER AND LISTING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  9.
ADDITIONAL INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  10.
QUANTITATIVE AND QUALITATIVE  DISCLOSURES  ABOUT MARKET
ITEM  11.

RISK . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  12.
DESCRIPTION OF SECURITIES  OTHER  THAN  EQUITY SECURITIES . . .
PART II . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
DEFAULTS, DIVIDEND ARREARAGES  AND DELINQUENCIES . . . . . . . .
ITEM  13.
MATERIAL MODIFICATIONS TO THE RIGHTS OF  SECURITY
ITEM  14.

HOLDERS AND USE OF PROCEEDS . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  15.
CONTROLS AND PROCEDURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
[RESERVED] . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  16.
ITEM  16.A. AUDIT COMMITTEE  FINANCIAL EXPERT . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  16.B. CODE OF ETHICS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  16.C.
PRINCIPAL ACCOUNTANT FEES AND SERVICES . . . . . . . . . . . . . . . . . . .
ITEM  16.D. EXEMPTIONS FROM THE LISTING STANDARDS  FOR AUDIT

Page

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75
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107
114
128
131
131

140
140
141
141

141
142
144
144
144
144

COMMITTEES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

145

ITEM  16.E.

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND

AFFILIATED PURCHASERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
CHANGE IN PARTNERSHIP’S CERTIFYING ACCOUNTANT . . . . . . . . . . .
ITEM  16.F.
ITEM  16.G. CORPORATE GOVERNANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  16.H. MINE SAFETY DISCLOSURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
PART III . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  17.
FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
ITEM  18.
ITEM  19.
EXHIBITS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . .

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147
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147
F-1

i

In this annual report, unless otherwise  indicated:

ABOUT THIS REPORT

(cid:127) ‘‘GasLog Partners’’, the ‘‘Partnership’’, ‘‘we’’, ‘‘our’’, ‘‘us’’ or  similar terms refer to GasLog
Partners  LP or any one or more of its  subsidiaries,  or to all such entities  unless the context
otherwise indicates;

(cid:127) ‘‘GasLog’’, depending on the context,  refers to GasLog Ltd. and to any  one  or more of its direct

and indirect subsidiaries, other than GasLog Partners;

(cid:127) ‘‘GasLog Group’’, refers to GasLog Ltd. and  to  any  one  or more of its direct and indirect

subsidiaries, including GasLog Partners;

(cid:127) ‘‘our general partner’’ refers to GasLog Partners GP LLC, the general partner of GasLog

Partners  and a wholly owned subsidiary of GasLog;

(cid:127) ‘‘GasLog LNG Services’’ refers to GasLog LNG  Services Ltd., a wholly owned  subsidiary of

GasLog;

(cid:127) ‘‘GasLog Carriers’’ refers to GasLog Carriers Ltd., a  wholly  owned subsidiary  of  GasLog;

(cid:127) ‘‘GasLog Partners Holdings’’ refers  to  GasLog Partners Holdings  LLC, a wholly owned

subsidiary of GasLog Partners;

(cid:127) ‘‘Merger  Agreement’’  refers  to  the  agreement  and  plan  of  merger  dated  as  of  February 21,  2021,

with BlackRock’s Global Energy and Power  Infrastructure Team (collectively, ‘‘GEPIF’’),
pursuant to which GEPIF will acquire  all  of  the outstanding  common  shares of GasLog Ltd. that
are  not  held  by  certain  existing  shareholders  for  a  purchase  price  of  $5.80  in  cash  per  share  (the
‘‘Transaction’’). Following the consummation of  the Transaction,  certain existing shareholders
including Blenheim Holdings Ltd. (‘‘Blenheim Holdings’’),  which is wholly owned by the Livanos
family, and a wholly owned affiliate of the Onassis  Foundation (collectively, the  ‘‘Rolling
Shareholders’’)  will  continue  to  hold  approximately  55%  of  the  outstanding  common  shares  of
GasLog Ltd. and GEPIF will hold approximately 45%;

(cid:127) ‘‘Shell’’ refers to Royal Dutch Shell plc or any one or more  of its  subsidiaries;

(cid:127) ‘‘MSL’’ refers to Methane Services  Limited, a subsidiary of Shell;

(cid:127) ‘‘Samsung’’ refers to Samsung Heavy Industries  Co.  Ltd. or any  one or more  of  its  subsidiaries;

(cid:127) ‘‘Total’’ refers to Total Gas & Power Limited—London, Meyrin—Geneva  Branch,  a wholly

owned subsidiary of Total S.A.;

(cid:127) ‘‘Centrica’’ refers to Pioneer Shipping  Limited,  a wholly  owned subsidiary of Centrica  plc;

(cid:127) ‘‘Cheniere’’ refers to Cheniere Marketing International  LLP, a wholly owned  subsidiary  of

Cheniere Energy, Inc.;

(cid:127) ‘‘Trafigura’’ refers to Trafigura Maritime  Logistics  PTE Ltd.;

(cid:127) ‘‘Gunvor’’ refers to Clearlake Shipping Pte. Ltd., a wholly owned  subsidiary of Gunvor

Group Ltd.;

(cid:127) ‘‘Sinolam’’ refers to Sinolam LNG Terminal, S.A.;

(cid:127) ‘‘Endesa’’ refers to Endesa S.A.;

(cid:127) ‘‘Jera’’ refers to LNG Marine Transport Limited, the principal LNG shipping entity of  Japan’s

Jera Co., Inc.;

ii

(cid:127) ‘‘JOVO’’ refers to Singapore Carbon  Hydrogen  Energy  Pte.  Ltd., a wholly owned subsidiary of

JOVO Group;

(cid:127) ‘‘CNTIC VPower’’ refers to CNTIC VPower Energy Ltd., an  independent Chinese energy

company;

(cid:127) ‘‘ATM Programme’’ refers to our at-the-market  common  equity offering programme  which

commenced in May 2017;

(cid:127) ‘‘Class B Units’’ refers collectively to the 2,075,000 Class B  units  (of which 415,000 are  Class B-2
units, 415,000 are Class B-3 units, 415,000 are  Class B-4  units, 415,000 are Class B-5 units  and
415,000 are Class B-6 units), issued on June 30,  2019;

(cid:127) ‘‘Series A Preference Units’’ refers to our  8.625% Series A Cumulative  Redeemable  Perpetual

Fixed to Floating Rate Preference Units;

(cid:127) ‘‘Series B Preference Units’’ refers to our 8.200% Series B Cumulative Redeemable Perpetual

Fixed to Floating Rate Preference Units;

(cid:127) ‘‘Series C Preference Units’’ refers  to our 8.500% Series C  Cumulative Redeemable Perpetual

Fixed to Floating Rate Preference Units;

(cid:127) ‘‘Preference Units’’ refers to our Series A  Preference Units, our Series  B Preference Units and

our  Series C Preference Units;

(cid:127) ‘‘LNG’’ refers to liquefied natural gas;

(cid:127) ‘‘FSRUs’’ refers to Floating Storage and Regasification Units;

(cid:127) ‘‘FSUs’’ refers to Floating Storage Units;

(cid:127) ‘‘NYSE’’ refers to the New York Stock  Exchange;

(cid:127) ‘‘SEC’’ refers to the U.S. Securities and Exchange Commission;

(cid:127) ‘‘IPO’’ refers to the initial public offering of  GasLog Partners  on May 12, 2014;

(cid:127) ‘‘IFRS’’ refers to International Financial Reporting Standards;

(cid:127) ‘‘IASB’’ refers to International Accounting  Standards Board;

(cid:127) ‘‘dollars’’ and ‘‘$’’ refer to, and amounts are presented  in, U.S.  dollars;

(cid:127) ‘‘TFDE’’ refers to tri-fuel diesel electric  engine propulsion;

(cid:127) ‘‘X-DF’’ refers to low pressure dual fuel two-stroke engine  propulsion  manufactured by

Winterthur Gas & Diesel;

(cid:127) ‘‘Steam’’ refers to steam turbine propulsion;

(cid:127) ‘‘cbm’’ refers to cubic meters; and

(cid:127) ‘‘mtpa’’ refers to million tonnes per annum.

iii

FORWARD-LOOKING STATEMENTS

All statements in this annual report that are not statements of historical fact  are ‘‘forward-looking
statements’’ within the meaning of the U.S. Private Securities Litigation Reform Act of  1995. Forward-
looking statements include statements that address activities,  events or developments  that  the
Partnership expects, projects, believes or anticipates will  or  may  occur in  the future,  particularly in
relation to our operations, cash flows, financial position, liquidity  and cash available for  distributions
and  the impact of cash distribution reductions  on the Partnership’s business and growth  prospects,
plans, strategies, and changes and trends in our  business  and  the  markets in which  we operate. In some
cases, predictive, future-tense or forward-looking  words such as  ‘‘believe’’, ‘‘intend’’, ‘‘anticipate’’,
‘‘estimate’’, ‘‘project’’, ‘‘forecast’’, ‘‘plan’’, ‘‘potential’’, ‘‘may’’, ‘‘should’’,  ‘‘could’’ and  ‘‘expect’’ and
similar expressions are intended to identify forward-looking statements,  but are  not  the exclusive means
of identifying such statements. In addition, we and our representatives  may from time to time make
other  oral or written statements which  are  forward-looking statements, including in our periodic reports
that we file with the SEC, other information sent  to  our security holders, and other written materials.
We caution that these forward-looking statements represent  our estimates and assumptions only as of
the date of this annual report or the date on  which such oral or written statements are made,  as
applicable, about factors that are beyond our ability to control or predict, and are not intended to give
any assurance as to future results. Any of these factors  or  a  combination of these factors  could
materially affect future results of operations and  the  ultimate  accuracy  of the forward-looking
statements. Accordingly, you should not  unduly rely on any forward-looking statements.

Factors that might cause future results and outcomes to differ include, but are  not  limited  to,  the

following:

(cid:127) general LNG shipping market conditions and  trends, including spot and multi-year charter  rates,

ship values, factors affecting supply and demand of LNG and LNG shipping, including
geopolitical events, technological advancements and  opportunities for the profitable operations
of LNG carriers;

(cid:127) fluctuations in charter hire rates, vessel utilization and vessel values;

(cid:127) our ability to secure new multi-year  charters  at  economically attractive rates;

(cid:127) our ability to maximize the use of our vessels, including  the re-deployment or disposition  of

vessels which are not operating under multi-year charters, including  the risk  that  certain of our
vessels may no longer have the latest technology at  such  time which may impact  our ability  to
secure employment for such vessels as  well as  the rate at which we can charter  such vessels;

(cid:127) changes in our operating expenses, including crew wages, maintenance, dry-docking  and

insurance costs and bunker prices;

(cid:127) number of off-hire days and dry-docking requirements including our ability to complete

scheduled dry-dockings on time and  within budget;

(cid:127) planned capital expenditures and availability  of capital  resources  to  fund capital expenditures;

(cid:127) disruption to the LNG, LNG shipping  and financial markets  caused  by the global shutdown as a

result of the COVID-19 pandemic;

(cid:127) business disruptions resulting from measures taken to reduce the  spread of COVID-19,  including

possible delays due to the quarantine of vessels and crew,  as well as government-imposed
shutdowns;

(cid:127) fluctuations in prices for crude oil, petroleum products and natural gas, including LNG;

(cid:127) fluctuations in exchange rates, especially the U.S. dollar  and  Euro;

iv

(cid:127) our ability to expand our portfolio  by  acquiring vessels through our drop-down pipeline  with

GasLog or by acquiring other assets  from third  parties;

(cid:127) our ability to leverage GasLog’s relationships and  reputation in  the shipping industry;

(cid:127) the ability of GasLog to maintain long-term relationships with major energy  companies and

major LNG producers, marketers and consumers;

(cid:127) GasLog’s relationships with its employees and  ship crews, its ability  to retain key employees and

provide services to us, and the availability  of  skilled  labor, ship crews  and management;

(cid:127) changes in the ownership of our charterers;

(cid:127) our customers’ performance of their obligations under our time charters and  other contracts;

(cid:127) our future operating performance,  financial  condition, liquidity and cash  available for

distributions;

(cid:127) our distribution policy and our ability  to  make  cash distributions on our units or the impact of

cash distribution reductions on our financial position;

(cid:127) our ability to obtain debt and equity financing on  acceptable  terms to fund capital expenditures,
acquisitions and other corporate activities, funding by banks of their financial  commitments,
funding by GasLog of the Sponsor Credit Facility (as defined below)  and our ability to meet our
restrictive covenants and other obligations under  our  credit facilities;

(cid:127) future, pending or recent acquisitions of  ships  or other assets, business strategy, areas of  possible

expansion and expected capital spending;

(cid:127) risks inherent in ship operation, including the discharge of pollutants;

(cid:127) the impact on us and the shipping  industry of environmental  concerns,  including climate change;

(cid:127) any malfunction or disruption of information technology systems and networks that our

operations rely on or any impact of a  possible cybersecurity event;

(cid:127) the expected cost of and our ability to comply with environmental  and  regulatory  requirements,
including with respect to emissions of air pollutants and greenhouse  gases, as well  as future
changes in such requirements or other actions  taken by regulatory authorities, governmental
organizations, classification societies and standards imposed by  our charterers applicable  to  our
business;

(cid:127) potential disruption of shipping routes due  to  accidents, diseases, pandemics,  political events,

piracy or acts by terrorists;

(cid:127) potential liability from future litigation; and

(cid:127) other factors discussed in ‘‘Item 3.  Key Information—D. Risk Factors’’  of  this  annual report.

We  undertake no obligation to update  or revise  any  forward-looking statements contained in this

annual report, whether as a result of new  information, future  events, a change  in our views or
expectations or otherwise, except as required by  applicable law. New factors emerge from time to time,
and it is not possible for us to predict  all  of these  factors.  Further, we cannot  assess the impact of each
such factor on our business or the extent  to which any factor, or combination  of  factors, may cause
actual results to be materially different  from those contained  in any forward-looking statement.

v

PART I

ITEM 1.

IDENTITY OF DIRECTORS,  SENIOR MANAGEMENT AND  ADVISERS

Not applicable.

ITEM 2. OFFER STATISTICS AND  EXPECTED TIMETABLE

Not applicable.

ITEM 3. KEY INFORMATION

A. Selected Financial Data

This information should be read together with,  and is qualified in its entirety  by,  our consolidated

financial statements and the notes thereto  included in  ‘‘Item 18. Financial  Statements’’. You  should also
read ‘‘Item 5. Operating and Financial Review and Prospects’’.

Certain numerical figures included in  the below tables have  been rounded. Discrepancies in tables

between totals and the sums of the amounts listed may occur  due to such rounding.

A.1. IFRS Common Control Reported Results

The following table presents, in each  case for  the periods  and as  of the dates indicated,  selected
historical financial and operating data.  The selected historical financial data as  of  December 31, 2019
and 2020 and for each of the years in  the three-year  period ended  December 31,  2020 has been derived
from our audited consolidated financial statements included in  ‘‘Item  18. Financial Statements’’. The
selected  historical financial data as of  December 31, 2016, 2017 and 2018 and for each of the years
ended December 31, 2016 and 2017 is  a summary of  and is  derived from our audited consolidated
financial statements after retroactive  restatement for  the transfer of vessels from  GasLog to the
Partnership that are not included in this report. The financial statements have  been prepared in
accordance with IFRS, as issued by the  IASB.

The annual consolidated financial statements  and our historical financial and operating  data  under
‘‘IFRS Common Control Reported Results’’ include the  accounts of the  Partnership and its subsidiaries
assuming that they are consolidated from  the date  of their incorporation  by  GasLog, as  they were
under the common control of GasLog.  The following transfers of vessels  from GasLog to the
Partnership were each accounted for  as a reorganization  of  entities under common control under IFRS
and prior periods were retroactively restated:

Date

Vessel(s) Transferred

November 1, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . GasLog Seattle
May 3, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . GasLog Greece
July 3, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . GasLog Geneva
October 20, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
April 26, 2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . GasLog Gibraltar
November 14, 2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Methane Becki Anne
April 1, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . GasLog Glasgow

Solaris

1

Year Ended December 31,

2016

2017

2018

2019

2020

(in thousands of U.S. dollars, except per unit  data)

STATEMENT OF PROFIT OR LOSS
Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net pool allocation . . . . . . . . . . . . . . . . . . . .
Voyage expenses and commissions . . . . . . . . .
Vessel operating costs . . . . . . . . . . . . . . . . . .
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses . . . . . . .
Impairment loss on vessels . . . . . . . . . . . . . .

$332,955
—
(4,557)
(65,686)
(73,297)
(13,437)
—

$401,806
—
(5,033)
(76,272)
(87,048)
(15,719)
—

$383,201
3,700
(7,506)
(73,697)
(87,584)
(19,754)

$ 378,687
1,058
(7,308)
(76,742)
(89,309)
(19,401)
— (138,848)

$333,662
—
(10,443)
(74,798)
(83,058)
(18,960)
(23,923)

Profit from operations . . . . . . . . . . . . . . . . .

175,978

217,734

198,360

48,137

122,480

Financial costs . . . . . . . . . . . . . . . . . . . . . . .
Financial income . . . . . . . . . . . . . . . . . . . . . .
(Loss)/gain on derivatives . . . . . . . . . . . . . . .

(62,968)
214
(6,837)

(70,793)
1,036
121

(72,714)
2,448
(48)

(71,998)
1,887
(12,795)

(50,987)
295
(14,929)

Total  other expenses, net . . . . . . . . . . . . . . . .

(69,591)

(69,636)

(70,314)

(82,906)

(65,621)

Profit/(loss) for the year . . . . . . . . . . . . . . . .

$106,387

$148,098

$128,046

$ (34,769) $ 56,859

Profit attributable to GasLog’s operations(1) . .
Partnership’s profit/(loss)(1) . . . . . . . . . . . . . .
EARNINGS/(LOSS) PER UNIT (‘‘EPU’’)

ATTRIBUTABLE TO THE
PARTNERSHIP(2)

$ 29,117
$ 77,270

$ 53,981
$ 94,117

$ 25,449
$102,597

2,650

$
—
$ (37,419) $ 56,859

Common units (basic) . . . . . . . . . . . . . . . . . .
Common units (diluted) . . . . . . . . . . . . . . . .
Subordinated units(3) . . . . . . . . . . . . . . . . . . .
General partner units . . . . . . . . . . . . . . . . . .
ADJUSTED EPU ATTRIBUTABLE TO  THE

PARTNERSHIP(2)(5)

Common units (basic) . . . . . . . . . . . . . . . . . .
Subordinated units(3) . . . . . . . . . . . . . . . . . . .
General partner units . . . . . . . . . . . . . . . . . .

$
$
$
$

$
$
$

2.18
2.17
2.14
2.31

2.11
2.08
2.19

$
$
$
$

$
$
$

2.09
2.09
0.52
2.18

2.06
0.50
2.13

$
$

$

$

$

1.77
1.76
N/A
1.83

1.85
N/A
1.88

$
$

$

$

$

(1.43) $
(1.43) $
N/A
(1.52) $

1.82
N/A
1.82

$

$

0.55
0.52
N/A
0.55

1.29
N/A
1.29

2

STATEMENT OF FINANCIAL

POSITION DATA

Cash and cash equivalents . . . . .
Short-term investments . . . . . . .
Tangible fixed assets . . . . . . . . .
Total assets . . . . . . . . . . . . . . . .
Borrowings—current portion . . .
Borrowings—non-current portion
Total owners’/partners’ equity . . .
NUMBER OF UNITS
OUTSTANDING

General partner units . . . . . . . .
Common units . . . . . . . . . . . . .
Class B units . . . . . . . . . . . . . . .
Subordinated units(3)
. . . . . . . . .
Preference Units . . . . . . . . . . . .

As of December 31,

2016

2017

2018

2019

2020

(in thousands of U.S. dollars, except per unit  data)

$

66,978
9,000
2,644,618
2,747,861
100,281
1,616,219
966,928

$

153,675
—
2,563,122
2,732,375
132,102
1,409,734
1,126,309

$

133,370
10,000
2,509,283
2,696,209
440,389
925,411
1,252,793

$

96,884
—
2,286,430
2,396,944
109,822
1,236,202
965,971

$

103,736
—
2,206,618
2,333,048
104,908
1,180,635
953,818

701,933
24,572,358
—
9,822,358
—

836,779
41,002,121
—
—
5,750,000

927,532
45,448,993
—
—
14,350,000

1,021,336
46,860,182
2,490,000
—
14,350,000

1,021,336
47,517,824
2,075,000
—
14,350,000

CASH FLOW DATA
Net cash provided by operating activities . .
Net cash (used in)/provided by investing

Year Ended December 31,

2016

2017

2018

2019

2020

(in thousands of U.S. dollars)

$ 224,943

$ 254,193

$ 196,643

$ 239,061

$ 166,615

activities . . . . . . . . . . . . . . . . . . . . . . .

(675,830)

4,974

(31,816)

5,475

(23,292)

Net cash provided by/(used in) financing

activities . . . . . . . . . . . . . . . . . . . . . . .

447,586

(172,470)

(185,132)

(281,022)

(136,471)

3

Year Ended December 31,

2016

2017

2018

2019

2020

FLEET DATA*
Number of LNG carriers at end of period . . . . . . . . . . . . . . . .
Average number of LNG carriers during period . . . . . . . . . . . .
Average age of LNG carriers (years) . . . . . . . . . . . . . . . . . . . .
Total calendar days of fleet for the period . . . . . . . . . . . . . . . .
Total revenue operating days of fleet  for the period(4)
. . . . . . . .

15
12.7
5.0
4,640
4,595

15
15.0
6.0
5,475
5,456

15
15.0
7.0
5,475
5,275

15
15.0
8.0
5,475
5,397

15
15.0
9.0
5,490
5,186

*

The  Fleet Data above is calculated consistent with our  IFRS  Common Control Reported Results.

OTHER FINANCIAL DATA
Adjusted EBITDA(5) . . . . . . . . . . . . . . . . . . . .
Capital expenditures:
Payment  for vessels and vessel additions . . . . .
Distributable  cash flow(5)
. . . . . . . . . . . . . . . .
Cash distributions declared (excluding

Preference Unit distributions declared) . . . .

Cash distributions paid (excluding Preference

Unit distributions paid) . . . . . . . . . . . . . . . .
Preference Unit distributions declared  and paid

A.2. Partnership Performance Results

Year Ended December 31,

2016

2017

2018

2019

2020

(in thousands of U.S. dollars)

$249,275

$304,782

$285,944

$276,294

$230,635

670,039
83,660

5,056
100,551

24,177
108,945

13,940
123,108

23,618
91,241

65,577(6)

83,048(8)

97,105(9) 106,917(10)

39,228(11)

77,377(7)
—

83,048(8)
7,232

97,105(9) 106,917(10)
20,989

31,036

39,228(11)
30,328

The financial and operating data below exclude amounts related  to  vessels  currently  owned by the
Partnership for the periods prior to their  respective transfers to GasLog Partners from GasLog,  as the
Partnership was not entitled to the cash or results generated in  the periods  prior to such  transfers.  The
Partnership Performance Results are  non-GAAP financial measures that  the  Partnership believes
provide meaningful supplemental information to both  management and  investors regarding the  financial
and operating performance of the Partnership because such presentation  is consistent  with the

4

calculation of the quarterly distribution and the earnings  per unit, which  similarly exclude the results of
vessels prior to their transfer to the Partnership.

PARTNERSHIP PERFORMANCE

STATEMENT OF PROFIT OR LOSS

Revenues(5) . . . . . . . . . . . . . . . . . . . . . . . . . .
Net pool allocation(5) . . . . . . . . . . . . . . . . . . .
Voyage expenses and commissions(5) . . . . . . . .
Vessel operating costs(5) . . . . . . . . . . . . . . . . .
Depreciation(5)
. . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses(5) . . . . . .
Impairment loss on vessels . . . . . . . . . . . . . .
Profit from operations(5)
. . . . . . . . . . . . . . . .
Financial costs(5) . . . . . . . . . . . . . . . . . . . . . .
Financial income(5)
. . . . . . . . . . . . . . . . . . . .
Gain/(loss) on derivatives(5) . . . . . . . . . . . . . .
Total  other expenses, net(5)
. . . . . . . . . . . . . .
Partnership’s profit/(loss)(1)(5)

. . . . . . . . . . . .

Year Ended December 31,

2016

2017

2018

2019

2020

(in thousands of U.S. dollars)

$206,424
—
(2,841)
(43,479)
(45,230)
(11,219)
—

$269,071
—
(3,377)
(55,692)
(58,193)
(13,869)
—

$316,991
3,700
(6,678)
(61,452)
(73,151)
(18,905)

$ 371,127
1,058
(7,213)
(75,229)
(87,819)
(19,305)
— (138,848)

$333,662
—
(10,443)
(74,798)
(83,058)
(18,960)
(23,923)

103,655

137,940

160,505

43,771

122,480

(30,187)
179
3,623

(44,916)
972
121

(60,258)
2,398
(48)

(70,268)
1,873
(12,795)

(50,987)
295
(14,929)

(26,385)

(43,823)

(57,908)

(81,190)

(65,621)

$ 77,270

$ 94,117

$102,597

$ (37,419) $ 56,859

Year Ended December 31,

2016

2017

2018

2019

2020

PARTNERSHIP PERFORMANCE FLEET DATA*
Number of LNG carriers at end of period . . . . . . . . . . . . . . . .
Average number of LNG carriers during period . . . . . . . . . . . .
Average age of LNG carriers (years) . . . . . . . . . . . . . . . . . . . .
Total calendar days of fleet for the period . . . . . . . . . . . . . . . .
Total revenue operating days of fleet  for the period(4)
. . . . . . . .

9
8.2
7.2
2,989
2,944

12
10.4
6.7
3,783
3,764

14
12.8
7.3
4,676
4,476

15
14.8
8.0
5,385
5,307

15
15.0
9.0
5,490
5,186

*

The  Partnership Performance Fleet Data above is  calculated consistent with our Partnership Performance Results.

5

OTHER PARTNERSHIP

PERFORMANCE FINANCIAL
DATA

Adjusted EBITDA(5) . . . . . . . . . . . .
Distributable  cash flow(5)
. . . . . . . .
Cash distributions declared and paid

(excluding Preference Unit
distributions declared and paid) . .

Preference Unit distributions

Year Ended December 31,

2016

2017

2018

2019

2020

(in thousands of U.S. dollars)

$148,885
83,660

$196,133
100,551

$233,656
108,945

$270,438
123,108

$230,635
91,241

65,577(6)

83,048(8)

97,105(9)

106,917(10)

39,228(11)

declared and paid . . . . . . . . . . . .

—

7,232

20,989

31,036

30,328

(1)

(2)

(3)

(4)

See  Note 19 to our audited consolidated financial statements included elsewhere in this annual report.

On  August 5, 2016, the  Partnership completed an equity  offering of 2,750,000 common units. In connection with the offering, the Partnership issued 56,122 general
partner units to its  general partner in  order for  GasLog to retain its 2.0% general partner interest. On January 27, 2017, the  Partnership completed an equity
offering of  3,750,000 common units. In  addition, the  option to purchase additional units was partially exercised by the underwriter on February 24, 2017, resulting in
120,000 additional units being  sold at  the same price.  In  connection with the offering, the Partnership issued 78,980 general partner units to its general partner in
order  for GasLog to retain its  2.0% general partner  interest. Earnings per unit is presented for the periods in which the units were outstanding. On May 15, 2017,
the  Partnership completed an equity  offering  of  5,750,000 Series A Preference Units.

On  May  16,  2017, the subordination period expired,  and  the  9,822,358 subordinated units held by GasLog converted on a one-for-one basis into common units and
now participate pro rata  with other common units in  distributions for available cash.

Also,  on May 16, 2017, GasLog Partners  entered  into  an Equity Distribution Agreement (the ‘‘Equity Distribution Agreement’’) under which the Partnership may,
from time to time, raise equity  through the  ATM  Programme  having an aggregate offering price of up to $100.0 million. On November 3, 2017, the Partnership
entered into  the  Amended and  Restated  Equity Distribution  Agreement to increase the size of the ATM Programme from $100.0 million to $144.0 million. On
January  17, 2018,  the Partnership  completed an equity  offering  of 4,600,000 Series B Preference Units. On July 26, 2018, the Partnership entered into the Second
Amended and  Restated Equity Distribution  Agreement  to  register its ATM Programme, which had previously been registered under a  shelf registration statement
that expired in  June 2018, under a shelf  registration statement declared effective by the SEC on October 10, 2017. On November  15, 2018, the Partnership
completed an equity offering of 4,000,000  Series  C  Preference  Units. On February 26, 2019, the Partnership entered into the Third Amended and Restated Equity
Distribution  Agreement to  increase the size  of  the ATM  Programme from $144.0 million to $250.0 million. Since the commencement  of the ATM Programme
through December  31, 2020,  GasLog  Partners  has issued and received payment for a total of 5,291,304 common units. In connection with the issuance of common
units under the  Equity Distribution  Agreement during  this  period, the Partnership also issued 107,987 general partner units to  its general partner in order for
GasLog  to retain its 2.0%  general partner  interest.

On  January  29, 2019, the board of  directors of  GasLog Partners authorized a unit repurchase programme of up to $25.0 million covering the period from
January  31, 2019  to December  31, 2021. Under the  terms  of the repurchase programme, GasLog Partners may repurchase common units from time to time, at its
discretion,  on  the open market or in privately  negotiated transactions. On February 5, 2020, the board of directors of GasLog Partners authorized a renewal of the
unit repurchase programme taking the total  authority  outstanding under the programme to $25.0 million, to be utilized from February 10, 2020 to December 31,
2021. Since the authorization  of the unit  repurchase programme and through December 31, 2020, GasLog Partners has repurchased and cancelled a total of
1,363,062 common  units at a weighted average price of $17.50  per common unit for a total amount of $23.9 million, including commissions.

On  June 24,  2019,  the  Partnership  Agreement was  amended to eliminate the incentive distribution rights (‘‘IDRs’’), effective as of June 30, 2019, in exchange for the
issuance  by the Partnership to GasLog  of  2,532,911 common  units and 2,490,000 Class B units (of which 415,000 are Class B-1 units, 415,000 are Class B-2 units,
415,000 are Class  B-3 units, 415,000  are  Class B-4  units,  415,000 are Class B-5 units and 415,000 are Class B-6 units), issued  on June 30, 2019. In the year ended
December  31, 2019, the Partnership  also  issued 93,804  general  partner units to its general partner in order for GasLog to retain its 2.0% general partner interest. On
July 1,  2020, GasLog Partners issued  415,000 common units  in connection with GasLog’s option to convert the first tranche of its Class B units. The remaining
Class  B units will become eligible for conversion  on  a one-for-one basis into common units at GasLog’s option on July 1, 2021,  July 1, 2022, July 1, 2023, July 1,
2024 and  July 1, 2025  for the Class B-2 units, Class B-3  units,  Class B-4 units, Class B-5 units and Class B-6 units, respectively. Class B units are not included in the
calculation of Diluted  EPU for  the  year  ended December 31,  2019, because their effect would be anti-dilutive.

Upon the  expiration of the  subordination  period, which occurred on May 16, 2017, the 9,822,358 subordinated units held by GasLog converted on a one-for-one
basis  into  common  units and now participate pro  rata with  other common units in distributions of available cash. Consequently,  earnings have been allocated to
subordinated units and  the  weighted  average  number of  subordinated units has been calculated only for the applicable period in  2017 during which they were
entitled to distributions based on the Partnership Agreement, i.e., for the three months ended March 31, 2017.

The revenue  operating days for our fleet  are  the total  available days after deducting unchartered days. Available days represent the total number of days in a given
period that the  vessels were in our possession after  deducting  the total number of days off-hire not recoverable from the insurers and unavailable days (i.e. periods
of commercial waiting time during which we do  not  earn  charter hire, such as days before and after a dry-docking where the vessel has limited ability for chartering
opportunities). We define  days  off-hire  as days lost  to,  among  other things, operational deficiencies, dry-docking for repairs, maintenance or inspection, equipment
breakdowns, special surveys and  vessel  upgrades, delays  due to accidents, crew strikes, certain vessel detentions or similar problems, our failure to maintain the vessel
in compliance with  its specifications and  contractual  standards or to provide the required crew.

(5)

Non-GAAP Financial  Measures

Partnership  Performance Results. As described above, our IFRS Common Control Reported Results are derived from the consolidated financial statements of the
Partnership.

Our Partnership Performance Results presented above and below are non-GAAP measures and exclude amounts related to GAS-seven Ltd., (the owner of the
GasLog  Seattle) for the  period prior to its transfer to  the Partnership on November 1, 2016, the amounts related to GAS-eleven Ltd., (the owner of the GasLog
Greece) for the period prior  to its transfer  to the  Partnership  on May 3, 2017, the amounts related to GAS-thirteen Ltd., (the owner  of the GasLog Geneva) for the
period prior to its  transfer to the Partnership on  July  3, 2017,  the amounts related to GAS-eight Ltd., (the owner of the  Solaris) for the period prior to its transfer to
the  Partnership on  October 20,  2017, the  amounts  related to GAS-fourteen Ltd., (the owner of the  GasLog Gibraltar) for the period prior to its transfer to the
Partnership on April  26, 2018, the amounts  related to GAS-twenty seven Ltd., (the owner of the  Methane Becki Anne) for the period prior to its transfer on
November 14,  2018  and the amounts related to GAS-twelve  Ltd., (the owner of the  GasLog Glasgow) for the period prior to its transfer to the Partnership on
April 1,  2019. While such amounts  are  reflected  in the  Partnership’s reported financial statements because the transfers to the Partnership were accounted for as a
reorganization  of entities under common control under  IFRS,  the above mentioned entities were not owned by the Partnership prior to their transfers to the
Partnership on the respective  dates, and accordingly the Partnership was not entitled to the cash or results generated in the period prior to such transfers.

6

Amounts  reflected  in the Partnership’s  consolidated  financial statements for the year ended December 31, 2020 are fully attributable to the Partnership. The
Partnership Performance Results reported for  the  year  ended December 31, 2020 are the same as the IFRS Common Control Reported  Results for the year, since
there were no  vessel  acquisitions  from GasLog during  the period, which would have resulted in retrospective adjustment of the historical financial statements. The
Partnership Performance Results are non-GAAP  financial  measures. GasLog Partners believes that these financial measures provide meaningful supplemental
information to both management and  investors regarding the  financial and operating performance of the Partnership because such  presentation is consistent with the
calculation of the quarterly distribution  and  the  earnings per unit, which similarly exclude the results of vessels prior to their transfer to the Partnership. These
non-GAAP financial measures  should not be viewed in isolation or as substitutes to the equivalent GAAP measures presented in accordance with IFRS, but should
be used  in conjunction  with the most directly comparable IFRS Common Control Reported Results.

Reconciliation  of Partnership Performance Results  to  IFRS Common Control Reported Results in our Financial Statements:

Year ended December 31, 2016

Year ended December 31, 2017

Year ended December 31, 2018

.

.

.

.
.

.
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STATEMENT  OF PROFIT OR  LOSS
.
.
Revenues
.
.
.
.
.
Net  pool allocation .
.
Voyage expenses and commissions
.
.
Vessel operating costs .
Depreciation .
.
.
.
.
General  and  administrative  expenses
.
Impairment  loss on  vessels

.
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Profit from  operations

.

.

.
Financial costs .
Financial income
.
(Loss)/gain  on derivatives .

.
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.
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.

Total  other expenses .

Profit for the year .

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.

STATEMENT  OF PROFIT OR  LOSS
Revenues
.
.
.
.
Net  pool allocation .
.
Voyage expenses and commissions
.
Vessel operating costs .
.
.
.
.
Depreciation .
General and  administrative expenses .
.
Impairment  loss on  vessels

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Profit from  operations

Financial costs
.
Financial income .
Loss  on derivatives

.

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.
.

Total  other expenses

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Profit/(loss) for the year

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IFRS
Common
Control
Attributable Performance Reported Attributable Performance Reported Attributable Performance Reported
Results
to  GasLog

IFRS
Common
Control

IFRS
Common
Control

Partnership

Partnership

Partnership

to GasLog

to GasLog

Results

Results

Results

Results

Results

Results

Results

Results

(In thousands of U.S. dollars)

$126,531
—
(1,716)
(22,207)
(28,067)
(2,218)
—

$206,424
—
(2,841)
(43,479)
(45,230)
(11,219)
—

$332,955
—
(4,557)
(65,686)
(73,297)
(13,437)
—

$132,735
—
(1,656)
(20,580)
(28,855)
(1,850)
—

$269,071
—
(3,377)
(55,692)
(58,193)
(13,869)
—

$401,806
—
(5,033)
(76,272)
(87,048)
(15,719)
—

$ 66,210
—
(828)
(12,245)
(14,433)
(849)
—

$316,991
3,700
(6,678)
(61,452)
(73,151)
(18,905)
—

$383,201
3,700
(7,506)
(73,697)
(87,584)
(19,754)
—

72,323

103,655

175,978

79,794

137,940

217,734

37,855

160,505

198,360

(32,781)
35
(10,460)

(30,187)
179
3,623

(62,968)
214
(6,837)

(25,877)
64
—

(44,916)
972
121

(70,793)
1,036
121

(12,456)
50
—

(60,258)
2,398
(48)

(72,714)
2,448
(48)

(43,206)

(26,385)

(69,591)

(25,813)

(43,823)

(69,636)

(12,406)

(57,908)

(70,314)

$ 29,117

$ 77,270

$106,387

$ 53,981

$ 94,117

$148,098

$ 25,449

$102,597

$128,046

Year ended December 31, 2019

Year ended December 31, 2020

Results
Attributable
to GasLog

Partnership
Performance
Results

IFRS
Common
Control
Reported
Results

Results
Attributable
to GasLog

Partnership
Performance
Results

(In thousands of U.S. dollars)

.
.
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.
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.

$ 7,560
—
(95)
(1,513)
(1,490)
(96)
—

4,366

(1,730)
14
—

(1,716)

$ 371,127
1,058
(7,213)
(75,229)
(87,819)
(19,305)
(138,848)

43,771

(70,268)
1,873
(12,795)

(81,190)

$ 378,687
1,058
(7,308)
(76,742)
(89,309)
(19,401)
(138,848)

48,137

(71,998)
1,887
(12,795)

(82,906)

$ 2,650

$ (37,419)

$ (34,769)

—
—
—
—
—
—
—

—

—
—
—

—

—

IFRS
Common
Control
Reported
Results

$333,662
—
(10,443)
(74,798)
(83,058)
(18,960)
(23,923)

$333,662
—
(10,443)
(74,798)
(83,058)
(18,960)
(23,923)

122,480

122,480

(50,987)
295
(14,929)

(65,621)

(50,987)
295
(14,929)

(65,621)

$ 56,859

$ 56,859

EBITDA, Adjusted  EBITDA and Adjusted  EPU. EBITDA is defined as earnings before financial income and costs, gain/loss on derivatives, taxes, depreciation and
amortization. Adjusted EBITDA is defined as  EBITDA before impairment loss on vessels and restructuring costs. Adjusted EPU represents earnings per unit
attributable to the Partnership, basic, before (a)  non-cash gain/loss on derivatives that includes unrealized gain/loss on derivatives held for trading, (b) write-off and
accelerated amortization  of unamortized deferred  loan  issuance costs, (c) impairment loss on vessels and (d) restructuring costs. EBITDA, Adjusted EBITDA and
Adjusted  EPU, which are non-GAAP  financial  measures,  are  used as supplemental financial measures by management and external users of financial statements,
such  as investors, to assess  our financial and operating performance. The Partnership believes that these non-GAAP financial measures assist our management and
investors by increasing the  comparability of our  performance  from period to period. The Partnership believes that including EBITDA, Adjusted EBITDA and
Adjusted  EPU assist our  management and investors  in  (i) understanding and analyzing the results of our operating and business performance, (ii) selecting between
investing in us and other investment  alternatives  and  (iii)  monitoring our ongoing financial and operational strength in assessing whether to purchase and/or to
continue to  hold our  common  units.  This  increased comparability is achieved by excluding the potentially disparate effects between periods of, in the case of
EBITDA and  Adjusted  EBITDA, financial  costs,  gain/loss on derivatives, taxes, depreciation and amortization; in the case of Adjusted EBITDA, impairment loss on
vessels  and  restructuring costs and,  in the  case of Adjusted  EPU, non-cash gain/loss on derivatives, write-off and accelerated  amortization of unamortized deferred
loan  issuance costs, impairment loss on vessels and restructuring costs, which items are affected by various and possibly changing financing methods, financial market
conditions,  general  shipping  market  conditions,  capital structure and historical cost basis and which items may significantly affect results of operations between
periods.  In the current year,  restructuring costs have  been  excluded from Adjusted EBITDA and Adjusted EPU because restructuring costs represent charges
reflecting specific  actions taken by management  to  improve the Partnership’s future profitability and therefore are not considered representative of the underlying
operations of the Partnership. In the current year  and  prior  year, impairment loss has been excluded from Adjusted EBITDA and Adjusted EPU because
impairment loss  on vessels represents the  excess  of their carrying amount over the amount that is expected to be recovered from them in the future and therefore is
not  considered  representative of the  underlying  operations  of the Partnership.

EBITDA, Adjusted EBITDA  and Adjusted EPU  have limitations as analytical tools and should not be considered as alternatives to,  or as substitutes for, or superior
to profit, profit from operations, earnings  per  unit  or  any  other measure of operating performance presented in accordance with IFRS. Some of these limitations
include the  fact that they do  not reflect  (i) our  cash  expenditures or future requirements for capital expenditures or contractual commitments, (ii) changes in, or cash

7

requirements for,  our working capital needs and (iii) the cash  requirements necessary to service interest or principal payments on our debt. Although depreciation
and amortization  are non-cash  charges,  the assets being depreciated and amortized will often have to be replaced in the future  and EBITDA and Adjusted EBITDA
do not  reflect any cash requirements for  such replacements.

EBITDA, Adjusted EBITDA  and Adjusted EPU  are  not adjusted for all non-cash income or expense items that are reflected in our statement of cash flows and
other  companies in  our  industry  may calculate these  measures  differently from how we calculate such figures, limiting their usefulness as comparative measures.
EBITDA, Adjusted EBITDA  and Adjusted EPU  exclude  some, but not all, items that affect profit or loss and these measures may vary among other companies.
Therefore, EBITDA, Adjusted EBITDA and Adjusted  EPU as presented herein may not be comparable to similarly titled measures of other companies. The
following table  reconciles EBITDA, Adjusted EBITDA  and Adjusted EPU to Profit, the most directly comparable IFRS financial measure, for the periods presented.

EBITDA and  Adjusted  EBITDA are  presented on  the basis of  IFRS Common Control Reported Results and Partnership Performance Results. Partnership
Performance Results  are  non-GAAP measures. The  difference  between IFRS Common Control Reported Results and Partnership Performance Results are results
attributable to GasLog as set out in the  reconciliation above.

Reconciliation  of Profit to EBITDA and Adjusted  EBITDA:

IFRS Common Control Reported Results
Year ended December 31,

Partnership Performance Results
Year ended December 31,

2016

2017

2018

2019

2020

2016

2017

2018

2019

2020

.
Profit/(loss) for the year .
.
.
.
Depreciation .
.
.
.
Financial costs .
.
Financial income .
.
.
Loss/(gain)  on  derivatives .

.
.
.

.
.
.

.
.
.

EBITDA .

.

.

.

.

.

.

.

.

Impairment  loss on  vessels
.
Restructuring costs

.

.

Adjusted  EBITDA .

.

.

.

.

.

.

.
.
.
.
.

.

.
.

.

.
.
.
.
.

.

.
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.

.
.
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.

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.
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.

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.
.

.

.
.
.
.
.

.

.
.

.

(in thousands of U.S. dollars)
$106,387 $148,098 $128,046 $ (34,769) $ 56,859 $ 77,270 $ 94,117 $102,597 $ (37,419) $ 56,859
83,058
50,987
(295)
14,929

58,193
44,916
(972)
(121)

45,230
30,187
(179)
(3,623)

73,151
60,258
(2,398)
48

83,058
50,987
(295)
14,929

73,297
62,968
(214)
6,837

87,819
70,268
(1,873)
12,795

87,048
70,793
(1,036)
(121)

87,584
72,714
(2,448)
48

89,309
71,998
(1,887)
12,795

$249,275 $304,782 $285,944 $137,446 $205,538 $148,885 $196,133 $233,656 $131,590 $205,538

—
—

—
—

— 138,848
—
—

23,923
1,174

—
—

—
—

— 138,848
—
—

23,923
1,174

$249,275 $304,782 $285,944 $276,294 $230,635 $148,885 $196,133 $233,656 $270,438 $230,635

Distributable cash flow. Distributable cash flow means  Adjusted EBITDA, on the basis of the Partnership Performance Results, after considering financial costs for
the  year, including  realized loss on derivatives  (interest  rate  swaps and forward foreign exchange contracts) and excluding amortization of loan fees, lease expense,
estimated dry-docking and replacement  capital  reserves established by the Partnership and accrued distributions on Preference Units, whether or not declared.
Estimated dry-docking  and replacement  capital  reserves represent capital expenditures required to renew and maintain over the long-term the operating capacity of,
or  the revenues generated by, our capital assets.  The Partnership believes that Distributable cash flow, which is a non-GAAP financial measure, is useful as a
quantitative  standard used by  investors in publicly  traded partnerships to assess their ability to make quarterly cash distributions. Our calculation of Distributable
cash  flow may not  be  comparable to that reported by other  companies.

Distributable cash flow  has limitations as an  analytical  tool and should not be considered as an alternative to, or substitute  for, or superior to, profit or loss, profit or
loss from operations, earnings per unit  or  any other measure  of operating performance presented in accordance with IFRS.

The table  below reconciles Distributable cash  flow and Cash  distributions declared to EBITDA and Adjusted EBITDA (Partnership Performance Results).

Reconciliation  of Profit to EPU and  Adjusted EPU:

Profit/(loss) for  the year .
Less:
Profit  attributable to GasLog’s operations(1) .

.

.

.

.

.

.

.

.

.

.

Partnership’s profit/(loss)(1)

.

.

.

.

.

.

.

.

.

Adjustment for:
Paid  and accrued preference  unit distributions

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

Partnership’s profit/(loss) used in EPU calculation attributable to:

.

.
.
.

.
.
.

.
.
.

.
.
.
.

.
.
.
.

.
.
.
.

.
.
.
.

.
.
.
.

.
.
Common units .
.
.
.
.
.
Subordinated units .
.
General partner units
.
Incentive  distribution rights .
.
Weighted average  units outstanding (basic)
.
.
.
Common units .
.
Subordinated units(3) .
.
.
.
General partner units
.
.
.
EARNINGS/(LOSS) PER UNIT ATTRIBUTABLE TO THE

.
.
.
.

.
.
.
.

.
.
.
.

.
.
.
.

.
.
.
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.

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.
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.
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.

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.
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.

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.

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.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.

.

PARTNERSHIP(2)
Common units (basic) .
Subordinated units(3) .
.
.
General partner units

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
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.

.
.
.

.
.
.

.
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.
.

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.
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.
.

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.
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.
.
.

.
.
.
.

.
.
.

.
.
.

Year Ended December 31,

2016

2017

2018

2019

2020

(in thousands of U.S. dollars, except per unit data)

$

$

$

106,387

(29,117)

77,270

$

$

$

148,098

(53,981)

94,117

$

$

$

128,046

(25,449)

102,597

$

$

$

(34,769)

(2,650)

(37,419)

$

$

56,859

—

56,859

—

(7,749)

(22,498)

(30,328)

(30,328)

$

77,270

$

86,368

$

80,099

$

(67,747)

$

26,531

49,886
21,049
1,545
4,790

76,347
5,085
1,728
3,208

75,879
N/A
1,602
2,618

(66,268)
N/A
(1,479)
—

25,970
N/A
561
N/A

22,934,380
9,822,358
668,505

36,493,143
9,822,358
790,819

42,945,432
N/A
876,255

46,272,598
N/A
975,531

47,042,494
N/A
1,021,336

$
$
$

2.18
2.14
2.31

$
$
$

2.09
0.52
2.18

$

$

1.77
N/A
1.83

$

$

(1.43)
N/A
(1.52)

$

$

0.55
N/A
0.55

.

.

.

.

.
.
.
.

.
.
.

.
.
.

.

.

.

.

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.
.

8

Profit/(loss) for  the year .
Less:
Profit  attributable to GasLog’s operations(1) .

.

.

.

.

.

.

.

.

.

.

Partnership’s profit/(loss)(1)

.

.

.

.

.

.

.

.

.

Adjustment for:
Paid  and accrued preference  unit distributions

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

Partnership’s profit/(loss) used in EPU calculation .

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

Non-cash (gain)/loss on derivatives(*)
.
Write-off and  accelerated amortization  of  unamortized  deferred loan
.
.
.
.
.
.

.
Impairment  loss on  vessels
.
Restructuring costs

issuance costs(**) .

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
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.

.
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.

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.
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.

.

.

.

.

.
.
.

.

.

.

.

.

.

.
.
.

Adjusted  Partnership’s  profit used in EPU calculation attributable to: .

.

.
.
.

.
.
.

.
.
.

.
.
.
.

.
.
.
.

.
.
.
.

.
.
.
.

.
.
.
.

.
.
.
Common units .
.
.
.
.
Subordinated units .
.
General partner units
.
Incentive  distribution rights .
.
Weighted average  units outstanding (basic)
.
.
.
Common units .
.
Subordinated units(3) .
.
.
.
General partner units
.
.
.
ADJUSTED EARNINGS  PER UNIT  ATTRIBUTABLE  TO  THE

.
.
.
.

.
.
.
.

.
.
.
.

.
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.
.
.

.
.
.

.
.
.

.
.
.

.

.

PARTNERSHIP(3)
Common units (basic) .
Subordinated units(3) .
.
.
General partner units

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

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.
.
.

Year Ended December 31,

2016

2017

2018

2019

2020

(in thousands of U.S. dollars, except per unit data)

$

$

$

106,387

(29,117)

77,270

$

$

$

148,098

(53,981)

94,117

$

$

$

128,046

(25,449)

102,597

$

$

$

(34,769)

(2,650)

(37,419)

$

$

56,859

—

56,859

—

(7,749)

(22,498)

(30,328)

(30,328)

$

77,270

$

86,368

$

80,099

$

(67,747)

$

26,531

(4,172)

(2,174)

1,411

13,858

—
—
—

213
—
—

900
—
—

988
138,848
—

8,568

1,918
23,923
1,174

$

73,098

$

84,407

$

82,410

$

85,947

$

62,114

48,343
20,431
1,462
2,862

75,092
4,960
1,688
2,667

79,322
N/A
1,648
1,440

84,168
N/A
1,779
—

60,793
N/A
1,321
N/A

22,934,380
9,822,358
668,505

36,493,143
9,822,358
790,819

42,945,432
N/A
876,255

46,272,598
N/A
975,531

47,042,494
N/A
1,021,336

$
$
$

2.11
2.08
2.19

$
$
$

2.06
0.50
2.13

$

$

1.85
N/A
1.88

$

$

1.82
N/A
1.82

$

$

1.29
N/A
1.29

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(*)

Non-cash (gain)/loss on derivatives represents Unrealized (gain)/loss on interest rate swaps held for trading and Unrealized loss/(gain) on forward foreign
exchange  contracts held for trading and is  included in  (Loss)/gain on derivatives, see Note 17 to our audited consolidated financial statements included
elsewhere in this  annual report.

(**) Write-off and accelerated  amortization  of  unamortized deferred loan issuance costs is included in Financial costs, see Note 12 to our audited consolidated

financial statements included elsewhere  in this  annual  report.

Reconciliation  of EBITDA  and Adjusted EBITDA  to  Distributable Cash Flow*:

Partnership Performance Results Year ended December 31,

2016

2017

2018

2019

2020

EBITDA (Partnership  Performance Results)* .
.
Impairment loss on vessels .
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Restructuring costs .

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Adjusted  EBITDA .

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(loss) on derivatives

Financial costs (excluding amortization of loan fees and lease expense) and realized gain/
.
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Dry-docking capital  reserve**
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Replacement capital reserve** .
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Paid  and accrued preferred  equity distribution .

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Distributable cash  flow .

Other  reserves*** .

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Cash distributions**** .

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$148,885
—
—

$196,133
—
—

(in thousands of U.S. dollars)
$131,590
138,848
—

$205,538
23,923
1,174

$233,656
—
—

$148,885

$196,133

$233,656

$270,438

$230,635

(26,929)
(8,829)
(29,467)
—

(41,722)
(12,234)
(33,877)
(7,749)

(52,876)
(13,890)
(35,450)
(22,495)

(62,507)
(16,392)
(38,103)
(30,328)

(49,882)
(16,108)
(43,076)
(30,328)

83,660

100,551

108,945

123,108

91,241

(14,244)

(14,207)

(7,756)

(16,258)

(78,282)

$ 69,416

$ 86,344

$101,189

$106,850

$ 12,959

*

**

***

The reconciliation  of Profit to  EBITDA  and  Adjusted EBITDA on the basis of Partnership Performance Results is presented in Footnote 5 above.

Effective January 1, 2020, the  Partnership revised  the  assumed re-investment rate used in calculating the dry-docking capital reserve and the replacement
capital reserve to reflect recent  movements  in  market  interest rate forecasts.

Refers to  movement in reserves  (other than  the dry-docking and replacement capital reserves) which have been established for the proper conduct of the
business of the Partnership  and its  subsidiaries (including reserves for future capital expenditures and for anticipated future credit needs of the Partnership
and its subsidiaries).

**** Refers  to cash distributions made since  the Partnership’s IPO. It excludes payments of dividends due to GasLog before vessels were acquired by the

Partnership.

Does  not reflect a  distribution of $19.6 million declared in January 2017 and paid in February 2017, in respect of the fourth quarter of 2016.

Cash distribution  paid includes $7.8 million, $3.0 million  and $1.0 million of dividends due to GasLog which were declared in 2015 prior to the contribution of the
GasLog  Seattle, the Solaris and  the Methane Becki Anne, respectively, to the Partnership.

Does  not reflect a  distribution of $22.8 million declared in January 2018 and paid in February 2018, in respect of the fourth quarter of 2017.

Does  not reflect a  distribution of $26.9 million declared in January 2019 and paid in February 2019, in respect of the fourth quarter of 2018.

Does  not reflect a  distribution of $26.8 million declared and paid in February 2020, in respect of the fourth quarter of 2019.

Does  not reflect a  distribution of $0.5 million declared in January 2021 and paid in February 2021, in respect of the fourth quarter of 2020.

(6)

(7)

(8)

(9)

(10)

(11)

9

B. Capitalization and Indebtedness

The following table sets forth our capitalization as of December 31, 2020:

This information should be read in conjunction with  ‘‘Item  5. Operating  and Financial Review and

Prospects’’, and our consolidated financial  statements  and the  notes thereto included in ‘‘Item  18.
Financial Statements’’.

As of
December 31, 2020

(in thousands  of
U.S. dollars)

Debt:
Borrowings—current portion(1)(2)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings—non-current portion(1)(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease liabilities—current portion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease liabilities—non-current portion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total  debt

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Partners’ Equity:
Common unitholders: 47,517,824 units issued  and outstanding . . . . . . . . . . . . . . . . . .
Class B unitholders: 2,075,000 units issued and outstanding . . . . . . . . . . . . . . . . . . . .
General partner: 1,021,336 units issued and outstanding . . . . . . . . . . . . . . . . . . . . . .
Preference unitholders: 5,750,000 Series A, 4,600,000  Series B  and  4,000,000 Series C
issued and outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total  Partners’ Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

104,908
1,180,635
332
112

1,285,987

594,901
—
11,028

347,889

953,818

Total  capitalization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,239,805

(1)

(2)

All of  our bank debt has been incurred by our vessel-owning subsidiaries. Borrowings presented above have not been
adjusted to reflect our scheduled debt payments  since December 31,  2020, totaling $24.6 million. See ‘‘Item 5. Operating
and Financial Review and Prospects—B. Liquidity and Capital Resources—Credit Facilities’’ for more information about
our credit  facilities.

Borrowings presented at December 31, 2020, are shown net of $19.4 million of loan issuance costs that are being amortized
over the term of the respective borrowings.

C. Reasons for the Offer and Use of Proceeds

Not applicable.

10

D. Risk Factors

Summary of Risk Factors

An investment in our common units  or preference units  is subject to a number of  risks, including

risks related to our business and corporate  structure. The  following  summarizes some, but  not  all,  of
these risks. Please carefully consider all of  the information  discussed in ‘‘Item 3.  Key Information—D.
Risk Factors’’ in this annual report for  a more  thorough description  of  these and  other  risks.

Risks Related to the LNG Carrier Business

(cid:127) Failure to control the outbreak of the COVID-19 virus is  negatively affecting the global

economy, energy demand and our business.

(cid:127) Our fleet of 15 LNG carriers includes 10 TFDE  vessels and five Steam vessels. Seven of our

ships currently operate under long-term time charters (defined as charters with  initial duration
of more than five years) with eight ships trading in  the short-term  spot  market  (defined as
vessels under contracts with initial duration of less than five years). On redelivery, the  vessels
will operate in the short-term spot market unless we are able to secure new  long-term time
charters.  Furthermore, advances in LNG carrier technology  may  negatively impact our ability to
recharter the Steam or TFDE vessels  on attractive  rates and  may  result in lower levels  of
utilization. Operating vessels in the spot  market,  or being unable to recharter the  Steam vessels
on term charters with similar or better rates, means our revenues and cash  flows from  these
vessels will decline following expiration of  our current long-term charter arrangements.

(cid:127) If the number of vessels available  in  the short-term  or spot LNG carrier market continues to
expand and results in reduced opportunities to secure  multi-year charters for  our vessels,  our
revenues and cash flows may become  more volatile  and  may  decline following expiration or  early
termination of our current charter arrangements.

(cid:127) An oversupply of LNG carriers as  a result  of  excessive  new speculative ordering in previous
years may lead to a reduction in the charter hire rates we are  able to obtain when seeking
charters  in the future which could adversely affect our  results of operations and cash flows.

(cid:127) Five of our vessels are scheduled to be dry-docked in 2021. The dry-docking  for one  of  these
vessels will be longer and more costly than normal as  a result  of the need to install a  ballast
water treatment system (‘‘BWTS’’) on the  vessel in order to comply with regulatory
requirements. Any delay or cost overrun of the dry-docking could  have a  material adverse effect
on our business, results of operations and financial  condition and could  significantly  reduce or
eliminate our ability to pay distributions on our common or Preference Units.

(cid:127) Ship  values  may  fluctuate  substantially  which  has,  during  the  year  ended  December  31,  2020  in
relation to four of our five Steam vessels, and could again in the future, resulted in  a non-cash
impairment charge. A further decline in ship values could impact our compliance  with the
covenants in our loan agreements and, if the values are  lower at a time when  we are  attempting
to dispose of ships, cause us to incur a  loss.

Risks Related to Us

(cid:127) Our future success depends on our own and GasLog’s  ability  to  maintain relationships  with

existing customers, establish new customer  relationships and obtain new  time  charter contracts,
for which we face considerable competition from other established  companies with significant
resources, as well as recent and potential future new entrants. We are reliant on the commercial
skills of GasLog to develop, establish and  maintain customer relationships on our behalf.

11

(cid:127) We derive a substantial majority of  our  revenues  from a limited number of customers, and  the
loss of any customer, charter or vessel would result in  a significant  loss of revenues and could
have a material adverse effect on our business, financial condition, results of operations and cash
flows.

(cid:127) Due to our lack of diversification,  adverse developments  in the LNG  market and/or in the  LNG
transportation industry could adversely affect  our business, particularly if  such developments
occur at a time when we are seeking new  charters for  our vessels.

(cid:127) We are subject to certain risks with  respect to our relationship with GasLog, and failure of
GasLog to comply with certain of its  financial covenants under its  debt  instruments could,
among other things, result in a default  under the  loan facilities related to four of our vessels,
which  could have a material adverse effect on our  business,  financial condition, results  of
operations and cash flows.

(cid:127) GasLog and its affiliates may compete with us.

(cid:127) The price of our common units has  recently declined significantly and  may continue  to  be

volatile.

(cid:127) Common unitholders have limited  voting rights,  and  our partnership agreement restricts the

voting rights of unitholders owning more than 4.9% of our common units.

(cid:127) GasLog and our general partner own a  controlling interest in us and have conflicts  of  interest
and limited fiduciary and contractual  duties to us and our unitholders, which  may permit them
to favor their own interests to your  detriment.

(cid:127) Our officers face conflicts in the allocation  of their time  to  our business.

(cid:127) The Merger Agreement between GasLog and GEPIF pursuant to the Transaction  could  create
uncertainty  over  the  future  management  and  direction  of  the  Partnership  and  could  adversely
impact  the  Partnership  and  our  unitholders.

(cid:127) Our partnership agreement limits our general partner’s and our directors’ fiduciary duties  to  our
unitholders and restricts the remedies available to unitholders  for actions  taken by our general
partner or our directors.

(cid:127) We may issue additional equity securities, including securities senior to  the common units,

without the approval of our common unitholders, which would dilute the ownership interests of
the common unitholders.

(cid:127) Our general partner has a limited call right  that  may require you to sell  your common units  at

an undesirable time or price.

(cid:127) We are a ‘‘foreign private issuer’’ under NYSE rules, and as such we are entitled  to  exemption

from certain NYSE corporate governance  standards, and you may not  have the same protections
afforded to unitholders of similarly organized  limited  partnerships that are  subject to all of the
NYSE corporate governance requirements.

Risks Related to our Preference Units

(cid:127) Our Preference Units are subordinated  to  our  debt obligations, and  investors’ interests could be

diluted by the issuance of additional preference units and by  other transactions.

(cid:127) Holders of our Preference Units have extremely limited voting rights.

(cid:127) The Preference Units represent perpetual  equity interests,  and holders  have no  right to receive

any greater payment than the liquidation preference regardless of the  circumstances.

12

(cid:127) In  2020, we reduced our quarterly cash  distribution rate on our  common  units to $0.01 per
common unit with effect from the third  quarter 2020. In light  of  the Partnership’s capital
allocation strategy, we do not expect to accumulate significant amounts  of  cash, which may limit
the cash available to make distributions on  the Preference Units.

(cid:127) The Preference Units have not been  rated, and  ratings of any other of  our  securities may affect

the trading price of the Preference Units.

(cid:127) Market interest  rates may adversely affect  the value of our Preference  Units.

(cid:127) The Preference Units are redeemable at  our  option.

(cid:127) The  historical  levels  of  three-month  U.S.  dollar  London  Interbank  Offered  Rate  (‘‘LIBOR’’)  are
not an indication of the future levels of three-month LIBOR, and the phasing out of LIBOR
after 2023 may adversely affect the value  of and  return on  our Preference Units.

Risks Inherent in the LNG Carriers  Business

Failure to control the outbreak of the COVID-19 virus is negatively affecting the global economy, energy
demand and our business.

The COVID-19 virus outbreak has introduced uncertainty  in a number of areas of our business,

including operational, commercial, administrative and  financial  activities. It  has also  negatively
impacted, and may continue to impact  negatively, global economic activity and demand for energy
including LNG. As a result of significantly  lower demand for oil and refined products and the failure of
the principal producers of oil to reduce production  in line with the  fall in  demand, oil prices were
pressured for much of the year. After  reaching  a bottom point  of  $19 per barrel in  March, oil prices
had recovered by the end of the year due  to oil  production  cuts,  as well as  a more favourable economic
outlook following the distribution of  several  COVID-19 vaccines around  the world  which helped to
balance the market. Similarly, global natural gas  prices were under sustained pressure for  most of 2020.
Global gas prices were impacted by lower  industrial demand following  the COVID-19 pandemic,
particularly during the second and third quarters,  as well as  increasing  gas production in export markets
such as the United States. In addition,  a  warmer than  average 2019/20 winter in  the Northern
Hemisphere kept inventories in Europe and parts of Asia above  their 5-year averages  to  start the  year
and the start-up of new LNG export capacity during 2020 and the ramp up  of facilities which began
production in 2019 added new supply to the  market.  Although the  LNG market has recently improved
and remains on a positive trend, this improvement may not be sustainable in the  long-term. In the
financial markets, the virus, and the responses of  governments  around the world to manage  the impact
of the virus, have led to lower interest rates and extreme volatility  in the prices of equities, bonds,
commodities and their respective derivatives. Our unit  price has declined  significantly this  year,  due,  in
part, to the impact of the COVID-19 virus. The ongoing spread of the COVID-19 virus  may negatively
affect our business and operations, the  health of our crews and  the availability  of our  fleet, particularly
if crew members contract COVID-19, as  well as  our financial position and prospects. A  future
reduction in LNG demand and further closure of, or restricted access to, ports and terminals in regions
affected by the virus may lead to reduced  chartering activity and, in  the extreme, an  inability of our
charterers to meet their obligations under  the terms  of their  term charters. Furthermore, we may be
unable to secure charters for our vessels  at  rates  that  are sufficient  to  meet our  financial  obligations.
We  currently have eight vessels in the short-term spot  market, and these vessels are  currently
experiencing reduced spot charter rates and demand compared to their initial long-term  charters.
Continued exposure to the spot market  or  extended periods  of idle time between charters  could
adversely affect our future liquidity, results of operations and cash  flows. Failure to control the  spread
of the virus could significantly impact economic activity and demand  for LNG  and LNG shipping which
could further negatively affect our business, financial  condition,  results of operations and cash available
for distribution. Should the COVID-19 pandemic continue to negatively impact market rates in the

13

long-term, there would be a significant negative impact on  our liquidity  and financial condition, and the
future carrying values of our vessels could be further  affected  due to a potential  unfavorable permanent
impact in the key assumptions, such  as the estimates of future charter rates for  non-contracted revenue
days and the discount rate in our future  impairment assessments.

Although we have taken extensive measures to limit  the impact of COVID-19 on business
continuity, including implementation of  a ‘‘work from  home’’ policy  for shore-based employees, as
required depending on each location, and  the  commencement of  select rotations of offshore personnel
where  possible, giving effect to local  restrictions on  the movement of offshore  staff, these measures
may not be sufficient to protect our  business  against the  impact of  COVID-19.

Our  fleet  of  15  LNG  carriers  includes  ten  TFDE  vessels  and  five  Steam  vessels.  Eight  of  our  vessels  operate  in
the short-term spot market (defined as vessels under contracts with  initial duration of less than five years).
The long-term charters (defined as charters  with initial  duration  of more  than five years) on  two of our
TFDE vessels expire in 2021. On redelivery,  the vessels will operate in the short-term spot market  unless we
are able to secure new long-term time charters. Furthermore,  advances in  LNG carrier  technology may
negatively impact our ability to recharter the Steam or  TFDE vessels on attractive rates and may result in
lower levels of utilization. Operating vessels in the spot market,  or being unable to recharter the Steam vessels
on long-term charters with similar or better rates, means our revenues and  cash  flows from these vessels  will
decline following expiration of our current  charter  arrangements.  These factors could have a  material adverse
effect on our business, results of operations,  financial condition, the value of our assets, and could
significantly reduce or eliminate our ability to pay distributions on  our common or Preference Units.

The Methane Rita Andrea came off charter in April 2020, the GasLog Sydney in June 2020 and the

Methane Heather Sally in December 2020 and all are trading in the  spot market.  The GasLog Seattle
and the Solaris are due to come off charter in June 2021 and August 2021 respectively and the GasLog
Santiago in December 2021, subject to the charterer’s option  to  extend the time charter for a period
ranging from one to seven years. The  charter rates for the Methane Jane Elizabeth, the Methane Shirley
Elisabeth and the Methane Alison Victoria, which all came off charter in 2019 or 2020, are  all
significantly lower than the charter rate which each vessel was earning under her  previous multi-year
charter with Shell. Our Steam vessels  are  less efficient and have higher emissions than larger, more
technologically advanced modern LNG carriers  and  it may be more challenging to find spot and/or
term employment for these vessels in the  future. Unless we  are  able  to  secure  longer term  charters  at
attractive rates we will have exposure  to  the spot market which is  highly competitive and subject  to
significant price fluctuations. In addition, there may be extended periods  of  idle time  between charters.
Moreover, any longer term charters we  are able to secure for  on-the-water  vessels may not be as long
in duration as the multi-year charters we  have enjoyed in the  past and are likely  to  be  at lower  charter
rates. In recent years, as a result of more  LNG being traded on a short-term  basis and greater liquidity
in the LNG shipping market than was  historically the case, there has  been a decrease in the duration of
term charters for on-the-water vessels with such  charters  now generally  being anywhere between six
months and three years in duration. If  we  are  unable to secure  employment for a vessel, we will not
receive any revenues from that vessel but we will  be  required to pay expenses necessary to maintain the
vessel in proper operating condition, as  well as servicing the debt attached to the  vessel.

Failure to secure new term charters could adversely affect our future  liquidity, results of  operations

and cash flows, including cash available  for distribution to unitholders, as well as our ability to meet
certain of our debt obligations and covenants. On February  6, 2020, in light of  reduced  expectations for
Steam vessel utilization and earnings due to these  risks, we announced  that GasLog Partners  will  focus
its  capital allocation on debt repayment  and  prioritizing balance  sheet strength. The Partnership
reduced its quarterly common unit distribution to $0.125  per unit  for the  first  quarter  of 2020, from
$0.561 per unit for the fourth quarter  of  2019 and then  further decreased its  quarterly common unit
distribution to $0.01 per unit for the  third quarter  of  2020 onwards. A sustained decline in  charter rates

14

and employment opportunities could  adversely affect  the market value  of our  vessels, on which certain
of the ratios and financial covenants  with which we are required  to  comply  are based,  and caused  the
Partnership  to  recognize  a  non-cash  impairment  loss  of  $23.9  million  during  the  year  ended
December 31, 2020 for four of its five  Steam  vessels  built in  2006 and 2007. A  significant decline in  the
market value  of our vessels could impact  our compliance with  the covenants in our  loan agreements
and, if the values are lower at a time when we  are attempting to dispose of vessels, could cause us to
incur a loss.

If the number of vessels available in the  short-term or  spot  LNG carrier market continues  to expand  and
results in reduced opportunities to secure multi-year charters for our vessels, our revenues and  cash flows may
become more volatile and may decline following  expiration  or early termination of our  current charter
arrangements.

Most shipping requirements for new LNG projects continue  to  be  secured on a multi-year basis,

although the level of spot voyages and  short-term time charters of less than  12 months  in duration  has
grown in recent years. As vessels currently operating under multi-year charters  redeliver,  the number  of
vessels available in the short-term or spot charter market is likely to continue to expand which  may
result in reduced opportunities to secure multi-year charters for our vessels. With our  vessels trading in
the short-term or spot market upon expiration or early termination of our current charters, our
revenues and cash flows may become  more volatile.  In  addition, an active short-term or  spot charter
market may require us to enter into  charters on variable rates  depending on market  prices at the time,
as opposed to fixed rates, and may result in  extended periods  of  idle time  between charters.  These
factors could  result in a decrease in our revenues and  cash  flows, including cash available for
distribution to unitholders.

An oversupply of LNG carriers as a result  of excessive new speculative ordering in  previous years may  lead to
a reduction in the charter hire rates we  are able to obtain when seeking charters in the future which could
adversely affect our results of operations and  cash flows.

While we currently believe that the global LNG carrier fleet may experience  high levels  of

utilization over the next one to two years,  the  supply of LNG carriers has been  increasing  as a result of
the ordering and delivery of new ships.  Following a  decline  in ordering of newbuildings during 2016
and 2017, ordering increased in 2018 and  2019, driven by cyclically low  shipyard prices for newbuild
vessels, the then strengthening of charter rates and increasing expectations  for long-term  LNG supply
and  demand.  Whilst  ordering  of  newbuildings  declined  in  2020,  with  only  35  LNG  carriers  ordered,  all
for long-term business with no vessels ordered on a  speculative  basis, speculative newbuildings ordered
in 2019 may still impact charter rates. According to Poten, as of February 26, 2021, the global trading
fleet  of  conventional  LNG  carriers  (>100,000  cbm)  consisted  of  538  vessels,  with  another  112  LNG
carriers on order, of which 86 have long-term charters. The  large number  of ordered  newbuildings  that
remain uncommitted and any future expansion of the global  LNG  carrier  fleet  in excess of the  demand
for LNG shipping may have a negative  impact  on charter hire rates,  vessel  utilization and  vessel  values.
If charter hire rates are lower when we are seeking new time charters, or if we  are unable to secure
employment for our vessels trading in the  spot and short-term markets,  as a result  of increased
competition from modern vessels, our  revenues and cash  flows, including cash available for distribution
to unitholders, may further decline.

15

We cannot guarantee that we will be able  to  refinance  our credit facilities in full  or on  similar or more
favourable terms as they become due in  the future. Our ability to  refinance our existing debt or  to obtain
incremental debt financing for future acquisitions of ships may depend on the creditworthiness  of our
charterers, the terms of our future charters  and the performance of our vessels operating in the  spot  market.

Securing access to replacement funds in advance of the maturity  of  our current debt facilities

cannot be assured in the same amount or on the same or  similar terms. Debt financing, if available,
may involve covenants restricting our operations  or our ability to incur additional debt or to pay
distributions to unitholders. Any future  debt or equity financing raised may contain unfavorable terms
to us or our unitholders. If we are unable to raise adequate  funds,  we  may  have to liquidate some  or
all of our assets, or delay, reduce the scope of, or eliminate  some or all  of  our investment  plans,
including potential fleet growth. Any of these factors  could  have a  material adverse effect  on our
business, financial condition, results of operations and cash flows,  including  cash available for
distributions to our unitholders.

Furthermore, our ability to borrow against  the ships in our existing  fleet and  any ships we may

acquire in the future largely depends on the  value  of  the ships, which  in turn depends in part on
charter hire rates,  charter lengths and the  ability of  our charterers to comply with the  terms of their
charters.  The actual or perceived credit  quality of our charterers, and any defaults by them,  may
materially affect our ability to obtain the  additional  capital resources that we will require to purchase
additional ships and to refinance our  existing debt as balloon payments  come due, or may significantly
increase our costs of obtaining such capital. Reduced expectations for the utilization and earnings  of
our  Steam vessels coming off term charter may  also impact our ability to access additional capital
resources. Our inability to obtain additional financing  or having to commit to financing on unattractive
terms could have a material adverse effect on  our business, financial condition, results of  operations
and cash flows, including cash available  for distributions to  our unitholders.

Our future ability to raise capital to repay or refinance our debt obligations  or to  fund our  maintenance  or
growth capital expenditures will depend  on  certain financial, business and  other  factors, many of which are
beyond our control. The COVID-19 virus  has had a  significant  impact on  all financial markets,  including the
prices  and the volatility of equities, bonds,  commodities, interest rates and foreign  exchange rates  and their
associated derivatives, and the availability  and cost  of liquidity  in  the  bank credit markets. The  recent
significant fall in the value of our common  units may make it  difficult or  impossible for us to access the
equity or equity-linked capital markets.  The recent  fall  in U.S.  interest rates has required us to  post  cash
collateral against our current marked-to-market derivative liabilities. To the extent  that we are  unable to
finance these obligations and expenditures with cash  from operations or incremental  bank loans  or by  issuing
debt or equity securities, our ability to make  cash distributions may be diminished,  or our financial leverage
may increase, or our unitholders may be  diluted.  Our business may be  adversely affected if we need to  access
sources of funding which are more expensive and/or more restrictive.

To fund our existing and future debt  obligations and  capital expenditures and  any future growth,
we will be required to use cash from operations,  incur borrowings,  and/or seek  to  access other financing
sources  including the capital markets. Our  access to potential  funding sources and our future  financial
and operating performance will be affected by prevailing  economic conditions and financial, business,
regulatory and other factors, many of which are  beyond  our  control.  The COVID-19 virus  is having a
significant negative impact on global  financial  markets. If we are unable  to access  the capital markets
or raise additional bank financing or generate sufficient cash flow to meet our debt, capital expenditure
and other business requirements, we may be forced to take actions such as:

(cid:127) seeking waivers or consents from our creditors;

(cid:127) restructuring our debt;

(cid:127) seeking additional debt or equity capital;

16

(cid:127) selling assets;

(cid:127) reducing, delaying or cancelling our  business  activities, acquisitions, investments  or capital

expenditures; or

(cid:127) seeking bankruptcy protection.

Such measures might not be successful,  available on acceptable terms  or enable us to meet  our

debt, capital expenditure and other obligations. Some of these measures may adversely affect our
business and reputation. In addition,  our  financing agreements may restrict our ability to implement
some of these measures. Use of cash from  operations and  possible future sale  of  certain assets will
reduce cash available for distribution  to  unitholders. Our ability to obtain bank financing or  to  access
the capital markets may be limited by our financial  condition  at  the  time  of any such  financing or
offering as well as  by adverse market conditions. Following the recent significant fall in  the value  of our
common units, we may not be able to  access  the equity or equity-linked capital markets. Even if  we are
successful in obtaining the necessary  funds, the terms  of such financings  could limit our ability to pay
cash distributions to unitholders or operate our  business as currently conducted.  In  addition, incurring
additional debt may significantly increase our interest  expense and financial leverage, and  issuing
additional equity securities may result in  significant unitholder dilution and would increase  the
aggregate amount of cash required to maintain our  quarterly distributions  to  unitholders. Despite  the
recent refinancing of the Partnership’s  debt maturities due  in 2021, our liquidity position could be
challenged in the future, and we may  need to raise equity in  order to remain in compliance with the
financial covenants within our loan facilities.

We may  not have sufficient cash from operations following  the establishment of cash reserves  and payment of
fees and expenses to enable us to pay the  quarterly  distributions on our common  units, Preference  Units and
general  partner units, or to redeem our  Preference Units.

Our board of directors makes determinations regarding the payment  of distributions in  its sole
discretion and in accordance with our  partnership agreement  and  applicable law. On February  6, 2020,
in light of reduced expectations for Steam vessel utilization  and  earnings, we  announced that GasLog
Partners  will focus its capital allocation  on  debt  repayment and prioritizing balance sheet strength.  The
Partnership reduced its quarterly common unit distribution to $0.125  per  unit for  the first quarter of
2020, from $0.561 per unit for the fourth quarter of 2019 and then further decreased  its  quarterly
common unit distribution to $0.01 per unit  for the  third  quarter  of  2020 onwards. There is  no
guarantee that we will continue to make  distributions to our unitholders in  the future  (including
cumulative distributions payable with respect to our Preference Units).The markets in  which we  operate
our  vessels are volatile and we cannot  predict  with certainty  the  amount  of cash,  if any, that will be
available for distribution in any period. We may not have sufficient cash from operations to pay
quarterly distributions on our common units and general  partner units or to pay  the quarterly
preference distributions on our Preference Units.  The amount of cash we  can distribute on our units
depends upon the amount of cash we  generate from our operations, which may fluctuate  from quarter
to quarter based on the risks described  in this  section,  including, among other  things:

(cid:127) the utilization levels of our vessels trading in  the spot or short-term market;

(cid:127) the rates we obtain from our charters and the performance  by our  charterers  of their  obligations

under the charters;

(cid:127) the expiration of charter contracts;

(cid:127) the charterers’ options to terminate charter contracts;

(cid:127) the number of off-hire days for our  fleet and  the timing of, and number of days required for,

dry-docking of vessels;

17

(cid:127) the level of our operating costs, such as  the cost of  crews,  vessel maintenance  and insurance;

(cid:127) the supply of LNG carriers;

(cid:127) prevailing global and regional economic and political  conditions; and

(cid:127) the effect of governmental regulations  and maritime self-regulatory organization standards on

the conduct of our business.

In addition, the actual amount of cash available for distribution  will depend on other factors,

including:

(cid:127) the level of capital expenditures we make, including for maintaining or replacing vessels and

complying with regulations and customer requirements;

(cid:127) our debt service requirements, including fluctuations in  interest  rates, and restrictions on

distributions contained in our debt instruments;

(cid:127) our financial covenants, especially as concerns  the minimum liquidity that we are required to

maintain at all times;

(cid:127) the level of debt we will incur to fund future acquisitions, including if we exercise  our options to

purchase any additional vessels from GasLog;

(cid:127) fluctuations in our working capital  needs;

(cid:127) our ability to make, and the level of,  working capital  borrowings; and

(cid:127) the amount of any cash reserves, including reserves for future maintenance and replacement

capital expenditures, working capital  and other matters, established by  our board of directors,
which  cash reserves are not subject to any specified maximum dollar  amount.

The amount of cash we generate from  our  operations may differ materially from  our  profit or loss

for a specified period, which will be  affected by non-cash  items. As  a result  of this  and the  other
factors mentioned above, we may make cash  distributions during periods in which we record  losses and
may not make cash distributions during  periods when  we record  a profit.

We may  experience operational problems  with vessels that reduce  revenues and increase costs. In addition,
there are risks associated with operating ocean-going ships.  Any limitation in the availability  or operation of
our ships could have a material adverse effect on our business, our reputation,  financial condition, results of
operations and cash flows.

Our fleet consists of 15 LNG carriers  that are in  operation. LNG carriers are  complex and their
operations are technically challenging.  Marine  transportation operations  are subject to mechanical risks
and problems. Operational problems  may lead  to  loss of revenues or higher than  anticipated operating
expenses or require additional capital  expenditures.

Furthermore, the operation of ocean-going ships carries inherent risks. These risks include the

possibility of:

(cid:127) marine disaster;

(cid:127) piracy;

(cid:127) cyber attacks or other failures of operational and information technology systems;

(cid:127) environmental accidents;

(cid:127) adverse weather conditions;

(cid:127) grounding, fire, explosions and collisions;

18

(cid:127) cargo and property loss or damage;

(cid:127) business interruptions caused by mechanical failure,  human error, war, terrorism, disease (such

as the outbreak of the COVID-19 virus) and  quarantine, or political action in  various countries;

(cid:127) declining operational performance due  to  physical degradation as a result of extensive idle  time

or other factors; and

(cid:127) work stoppages or other labor problems with crew  members serving on  our  ships.

An accident involving any of our owned  ships  could  result in any of the  following:

(cid:127) death or injury to persons, damage  to  our  ships,  loss of  property  or environmental damage;

(cid:127) delays in the delivery of cargo;

(cid:127) loss of revenues from termination of charter  contracts;

(cid:127) governmental fines, penalties or restrictions on  conducting business;

(cid:127) litigation with our employees, customers or third parties;

(cid:127) higher insurance rates; and

(cid:127) damage to our reputation and customer relationships generally.

If any of our ships are unable to generate revenues for  any significant period  of  time for any
reason, including unexpected periods  of off-hire or early charter termination (which could result from
damage  to our ships), our business, financial condition, results of operations and  cash flows, including
cash available for distribution to unitholders, could be materially and adversely affected. The impact of
any limitation in the operation of our ships or any early charter termination would be amplified, as a
substantial portion of our cash flows  and  income  is dependent  on the revenues earned  by  the
chartering of our 15 LNG carriers in  operation. In addition, the costs  of ship repairs are unpredictable
and can be substantial. In the event of  repair costs  that  are not covered by our insurance policies, we
may have to pay for such costs, which  would decrease our  earnings  and cash flows. Any of these results
could harm our business, financial condition, results of operations and our ability to make cash
distributions to our unitholders.

Five of our vessels are scheduled to be dry-docked in 2021.  The dry-docking for one of these vessels will be
longer and more costly than normal as  a result of the  need to install  a BWTS  on the vessel in order to comply
with regulatory requirements. Any delay or cost  overrun of the dry-docking  could  have  a material adverse
effect on our business, results of operations  and financial condition and could  significantly reduce or eliminate
our ability to pay distributions on our common  or Preference Units.

Dry-dockings of our vessels require significant expenditures and result in  loss of  revenue as  our
vessels are off-hire during such period.  Any significant  increase in  either the number of off-hire  days or
in the costs of any repairs or investments carried out during the dry-docking period  could  have a
material adverse effect on our profitability and our cash  flows. Given the potential for unforeseen
issues arising during dry-docking, we  may not be able  to  predict accurately the  time required to
dry-dock any of our vessels. In 2021, one  of  the dry-dockings will  be  longer and more costly than
normal as a result of the need to install BWTS  on the  vessel in order  to comply with regulatory
requirements. Furthermore, the COVID-19 virus, and implementation of  additional  ‘‘stop work’’ orders
in Singapore, may impact the availability  of  dry-dock yard slots and our  ability to source  the required
personnel and equipment. If more than one of our ships is required  to  be out of service at  the same
time, or if a ship is dry-docked longer than expected or if the cost of repairs  is greater than  budgeted,
our  results of operations and our cash flows,  including  cash available for distribution  to  unitholders,
could be adversely affected. The upcoming dry-dockings  of our  vessels  are expected to be carried out  in
2023 (four vessels) and 2024 (two vessels).

19

Our future success depends on our own  and GasLog’s ability to maintain relationships with existing
customers, establish new customer relationships and obtain new time  charter contracts,  for which  we face
considerable competition from other established  companies with  significant resources, as well  as  recent  and
potential future new entrants. We are reliant on  the  commercial skills of  GasLog to develop, establish  and
maintain customer relationships on our  behalf.

One  of our principal objectives is to  enter into additional multi-year, fixed  rate charters. The
process of obtaining multi-year, fixed  rate  charters  for LNG carriers is  highly competitive  and generally
involves an intensive screening process  by potential customers  and the submission of competitive bids.
The process is lengthy and the LNG  carrier time charters are  awarded based upon a variety of factors
relating to the ship and the ship operator, including:

(cid:127) size, age, technical specifications and condition of the  ship;

(cid:127) LNG shipping experience and quality  and  efficiency of ship  operations, including level  of

emissions;

(cid:127) shipping industry relationships and reputation for customer service;

(cid:127) technical ability and reputation for operation  of highly specialized ships;

(cid:127) quality and experience of officers and crew;

(cid:127) safety record;

(cid:127) the ability to finance ships at competitive rates  and  financial stability generally;

(cid:127) relationships with shipyards and the ability  to  get suitable  berths;

(cid:127) construction and dry-docking management experience, including the ability to obtain on-time

delivery of new ships according to customer specifications; and

(cid:127) competitiveness  of the bid in terms of charter rate and  other economic  and commercial  terms.

We  expect substantial competition from a  number of  experienced companies and recent and

potential future new entrants to the LNG shipping  market.  Competitors may include other  independent
ship owners, state sponsored entities  and major  energy companies that  own and operate LNG carriers,
all of whom may compete with independent  owners by using their own  fleets to carry LNG  for third
parties. Some of these competitors have significantly greater financial resources and larger fleets than
we or GasLog have, and some have particular  relationships that may provide  them with competitive
advantages. In recent years, a number  of  marine  transportation companies, including  companies with
strong reputations and extensive resources and experience, have either entered or significantly increased
their presence in the LNG transportation  market. There are  other ship owners,  managers  and investors
who may also attempt to participate  in the  LNG market in the  future. This increased competition  may
cause  greater price competition for time  charters. As a result, we may be unable  to  expand  our
relationships with existing customers  or  to  obtain  new customers on  a profitable basis  and we may not
be successful in executing any future growth plans, which  could have a  material adverse effect on our
business, financial condition, results of operations and cash flows,  including  cash available for
distribution to unitholders.

We derive a substantial majority of our contracted  revenues from a limited number of  customers,  and the loss
of any customer, charter or vessel would result  in a  significant loss  of revenues and could have a material
adverse effect on our business, financial  condition, results  of operations and cash flows.

For the year ended December 21, 2020,  72.9% of our revenues  derived  from  wholly owned
subsidiaries of Shell. We could lose a customer or the  benefits of our time charter  arrangements for
many  different reasons. The customer  may be unable or  unwilling to make charter hire or  other

20

payments to us because of a deterioration in its financial condition, commercial disputes  with us, long-
term force majeure events or otherwise.  If  a customer  terminates its charters,  chooses  not  to  re-charter
our  ships  or is unable to perform under  its charters and we are not able to find  replacement  charters
on similar or more favourable terms, we will  suffer a loss of revenues.

Our charterer has the right to terminate a ship’s time charter  in certain  circumstances, such as:

(cid:127) loss of the ship or damage to it beyond repair;

(cid:127) if  the ship is off-hire for any reason  other  than  scheduled dry-docking for a period exceeding 90

consecutive days, or for more than 90  days in any one year period;

(cid:127) defaults by us in our obligations under  the charter; or

(cid:127) the outbreak of war or hostilities involving two or more  major nations,  such as the United States
or the People’s Republic of China, that would materially and adversely  affect the trading of the
ship for a period of at least 30 days.

A termination right under one ship’s time charter would  not  automatically give the charterer the
right to terminate its other charter contracts with us. However,  a charter  termination could materially
affect our relationship with the customer and our reputation  in the LNG shipping industry, and in
some circumstances the event giving rise to the termination right  could potentially impact multiple
charters.

Accordingly, the existence of any right  of  termination or the loss of any customer, charter  or vessel
could have a material adverse effect  on  our business, financial condition, results of operations and  cash
flows, including cash available for distribution to unitholders.

Ship values may fluctuate substantially, which has, during the year ended December 31, 2020 in  relation to
four of our five Steam vessels, and could again in future,  resulted in a non-cash impairment charge.  A further
decline in ship values could impact our compliance  with the covenants  in our loan  agreements and, if  the
values are lower at a time when we are  attempting  to dispose  of ships, cause us  to incur a loss.

Values for ships can fluctuate substantially over time  due to a number  of  different  factors,

including:

(cid:127) prevailing economic conditions in the  natural gas  and  energy markets;

(cid:127) a substantial or extended decline in  demand for  LNG;

(cid:127) the level of worldwide LNG production and exports;

(cid:127) changes in the supply and demand balance of the global  LNG  carrier fleet and  the size and

contract profile of the LNG carrier orderbook;

(cid:127) changes in prevailing charter hire rates;

(cid:127) declines in levels of utilization of the global LNG carrier  fleet  and  of  our vessels;

(cid:127) the physical condition of the ship;

(cid:127) the size, age and technical specifications of the  ship; and

(cid:127) the cost of retrofitting or modifying existing ships, as  a result of  technological advances in ship
design  or equipment, changes in applicable environmental or other  regulations or standards,
customer requirements or otherwise.

If the market values of our ships decline,  we may be required to record additional impairment
charges in our financial statements, in addition to the  impairment loss of  $23.9 million recorded in the
year ended December 31, 2020, which could adversely affect our  results of  operations. See ‘‘Item  5.

21

Operating and Financial Review and Prospects—B. Liquidity and  Capital Resources—Critical
Accounting Policies—Impairment of  Vessels’’.  Deterioration in the market value of our ships may
trigger a breach of some of the covenants  contained in our credit facilities. If we do breach such
covenants and we  are unable to remedy the relevant breach, our  lenders could accelerate  our
indebtedness  and seek to foreclose on  the ships in our  fleet securing  those credit facilities. In addition,
if a charter contract expires or is terminated by  the customer, we may be  unable to redeploy  the
affected ships at attractive rates and,  rather than continue to incur costs to  maintain  and finance them,
we may seek to dispose of them. Any foreclosure on our ships, or any disposal by us of a ship at a time
when ship values have fallen, could result  in a  loss and could materially and adversely  affect our
business, financial condition, results of operations and cash flows,  including  cash available for
distribution to unitholders.

If we cannot meet our charterers’ quality and compliance  requirements, including  regulations or costs
associated with the environmental impact  of  our vessels,  we may not be  able to operate  our  vessels profitably
which could have an adverse effect on our  future performance, results  of operations, cash flows and financial
position.

Customers, and in particular those in  the LNG industry, have a high and increasing  focus on
quality, emissions and compliance standards  with their suppliers across the entire  value chain, including
the shipping and transportation segment.  There  is also increasing focus  on the  environmental footprint
of marine transportation. Our continuous compliance with  existing and  new  standards and  quality
requirements is vital for our operations.  Related risks could materialize in  multiple ways, including  a
sudden and unexpected breach in quality  and/or  compliance concerning one or more  vessels  and/or a
continuous decrease in the quality concerning one or more LNG carriers occurring  over time.
Moreover, continuously increasing requirements  from LNG industry constituents can further complicate
our  ability to meet the standards. We are largely dependent on GasLog for our compliance with the
requirements of our customers. Any non-compliance by us, either  suddenly or over  a period  of time,  on
one or more LNG carriers, or an increase in  requirements  by our charterers above and beyond what
we deliver, may have a material adverse effect on our future performance,  results of operations, cash
flows, financial position and our ability  to  make cash distributions  to  our unitholders.

The LNG shipping industry is subject to substantial environmental and other regulations which may be
increased further by the growing global  focus  on a lower carbon economy, the  physical effects of climate
change and the increasing demand for environmental,  social and governance disclosures by  investors,  lenders
and regulators.

Our operations are materially affected by  extensive  and changing international,  national, state and

local environmental laws, regulations, treaties, conventions and  standards which are in  force in
international waters, or in the jurisdictional  waters  of  the countries in  which our ships operate and in
the countries in which our ships are  registered. These  requirements include  those relating to equipping
and operating ships, providing security  and minimizing or addressing impacts on the  environment from
ship  operations.  These  requirements  may  introduce  regulations  which  effect  the  operation  profile  of  our
vessels and could impact our existing  charters. We may incur substantial costs in complying  with these
requirements, including costs for ship  modifications and changes in operating  procedures.  We also
could incur substantial costs, including  clean-up costs, civil and criminal  penalties and  sanctions, the
suspension or termination of operations and third party  claims as a result of violations  of,  or liabilities
under, such laws and regulations. The higher emissions  of our  Steam vessels relative  to  more modern
vessels could make it more difficult to  secure employment  for these vessels and reduce  the rates  at
which  we can charter these vessels to our customers.

In addition, these requirements can affect the  resale value or useful lives of our ships, require a
reduction in cargo capacity, operating  speed, necessitate  ship  modifications  or operational changes  or

22

restrictions or lead to decreased availability of insurance coverage for environmental matters. They
could further result in the denial of access  to  certain jurisdictional waters  or ports or detention in
certain ports. We are required to obtain  governmental approvals  and permits to operate our ships.
Delays in obtaining such governmental  approvals may  increase our expenses,  and the  terms and
conditions of such approvals could materially  and adversely affect our operations.

Additional laws, regulations, taxes or  levies may be adopted that could limit our ability to do
business or increase our operating costs, which could materially and adversely  affect our business. New
or amended legislation relating to ship  recycling, sewage systems,  emission control  (including emissions
of greenhouse gases and other pollutants)  as  well as ballast water treatment and ballast water handling
may be adopted. For example, the United  States has enacted legislation, and more recently a
convention adopted by the International  Maritime Organisation (the ‘‘IMO’’) has become effective,
governing ballast water management  systems on  oceangoing ships. The IMO has  also established
progressive standards limiting emissions from ships (ratified in the  MEPC75) starting from 2023
towards 2030 and 2050 goals. The EU  is  trying to incorporate shipping  within the carbon Emission
Trading Scheme already existing for other sectors.  These and other laws or  regulations may require
additional capital expenditures or operating expenses  (such as increased costs  for low  sulfur fuel or
pollution controls) in order for us to  maintain our ships’ compliance with international  and/or national
regulations. We may also become subject  to additional  laws and regulations if we enter new markets or
trades.

We  also believe that the heightened  environmental, quality and security concerns of insurance
underwriters, regulators and charterers  will  generally  lead to  additional regulatory requirements and/or
contractual requirements, including enhanced risk assessment  and  security requirements,  as well as
greater inspection and safety requirements on  all LNG carriers in the marine transportation  market.
These requirements are likely to add incremental  costs to our operations, and  the failure to comply
with these requirements may affect the ability of our ships to obtain and, possibly, recover  from,
insurance policies or to obtain the required certificates  for entry into the different ports where we
operate.

Some environmental laws and regulations, such as the  U.S.  Oil  Pollution Act  of 1990 (‘‘OPA’’),
provide for potentially unlimited joint, several and/or strict liability for owners, operators and demise or
bareboat charterers for oil pollution  and  related damages. OPA applies to discharges of any oil from  a
ship in U.S. waters, including discharges  of  fuel  and  lubricants from an  LNG carrier, even if the ships
do not carry oil as cargo. In addition,  many  states in the United States  bordering  a navigable waterway
have enacted legislation providing for potentially unlimited  strict liability without  regard to fault  for the
discharge of pollutants within their waters.  We  also are  subject to other  laws and conventions outside
the United States that provide for an  owner or operator  of  LNG  carriers  to  bear strict liability for
pollution, such as the Convention on  Limitation of  Liability  for Maritime Claims of 1976,  (the ‘‘London
Convention’’).

Some of  these laws and conventions, including OPA and the London  Convention, may  include
limitations on liability. However, the  limitations may not be applicable in certain  circumstances, such as
where  a spill is caused by a ship owner’s or operator’s intentional or reckless conduct. These limitations
are also subject to periodic updates and may otherwise be  amended in the  future.

Compliance with OPA and other environmental laws  and  regulations also may result  in ship

owners and operators incurring increased costs for  additional  maintenance and  inspection requirements,
the development of contingency arrangements  for potential spills, obtaining  mandated insurance
coverage and meeting financial responsibility requirements.

Increased concern over climate change could lead to a more  negative perception of the oil and  gas

industry which could impact our ability  to  attract  investors,  access financing  in the bank and capital
markets and attract and retain talent.

23

A cyber-attack could materially disrupt  the Partnership’s business.

The Partnership relies on information  technology systems and networks, the majority  of  which are

hosted by GasLog, in its operations and the administration of its business. The Partnership’s business
operations, or those of GasLog, could be targeted  by  individuals  or groups  seeking to sabotage or
disrupt the Partnership’s or GasLog’s information  and operational technology  systems and networks,  or
to steal data. A successful cyber-attack could  materially disrupt the Partnership’s operations, including
the safety and integrity of its operations,  or lead to unauthorized  release  of information or alteration of
information on its systems. Any such  attack or other breach  of  the Partnership’s information technology
systems could have a material adverse  effect on  the Partnership’s business and  results of operations.
While we have insurance policies in place to cover losses in the  event of a  cyber related  event, there
can be no assurance that any specific event would be covered by these policies or that the  losses would
be covered in full.

We  are subject to laws, directives, and  regulations relating to the collection,  use, retention,

disclosure, security and transfer of personal data.  These laws, directives and regulations,  as well as their
interpretation and enforcement, continue  to evolve and may be inconsistent from jurisdiction  to
jurisdiction. For example, the General Data Protection Regulation (‘‘GDPR’’), which  regulates the  use
of personally identifiable information, went into effect in  the European  Union (‘‘EU’’)  on May 25, 2018
and applies globally to all of our activities conducted from an establishment in the EU, to related
products and services that we offer to EU  customers and  to non-EU customers which offer services in
the EU. The GDPR requires organizations  to  report on  data breaches  within 72 hours and be bound
by more stringent rules for obtaining the  consent  of individuals on how  their data can be used.
Complying with the GDPR and similar emerging and changing privacy and data protection
requirements may cause us to incur substantial  costs or require us  to  change our business practices.
Non-compliance with our legal obligations  relating to privacy and  data protection  could  result in
penalties, fines, legal proceedings by  governmental entities or others,  loss of reputation, legal claims  by
individuals and customers and significant  legal and financial exposure and could affect our ability to
retain and attract customers.

Changes in the nature of cyber threats and/or changes to industry standards  and regulations might
require us to adopt additional procedures for monitoring cybersecurity,  which could require additional
expenses and/or capital expenditures.  However,  the impact  of such  regulations is hard to predict at this
time.

Our future performance and ability to secure future employment for our  vessels depends  on continued growth
in  LNG production and demand for LNG and LNG shipping.

Our future performance, including our ability  to  strengthen our  balance  sheet and to profitably

employ and expand our fleet, will depend  on continued growth in LNG supply and  demand, and
demand for shipping. A complete LNG  project includes natural gas production, liquefaction, storage,
regasification and distribution facilities, in  addition to marine transportation of LNG. Growth  in LNG
demand and increased infrastructure  investment  has led to an expansion of LNG  production  capacity in
recent years, but material delays in the construction of new liquefaction facilities could constrain the
amount of LNG available for shipping,  reducing  ship  utilization. The rate of growth of  the LNG
industry has fluctuated due to several  factors, including the rate of global  economic growth,  fluctuations
in global commodity prices, including  natural gas, oil  and  coal as  well as other  sources  of energy, and
energy and environmental policy in markets  which produce and/or  consume LNG.  Continued  growth in

24

LNG production and demand for LNG  and LNG  shipping could be negatively affected by a number of
factors, including:

(cid:127) prices for crude oil, petroleum products and natural  gas. Currently extremely low natural gas
prices globally may limit the willingness and ability  of developers of new LNG infrastructure
projects to approve the development of such new  projects;

(cid:127) the cost of natural gas derived from  LNG relative to the cost of natural  gas generally and to the
cost of alternative fuels, including renewables  and coal, and  the impact of increases in the cost
of natural gas derived from LNG on consumption of LNG;

(cid:127) increases in the production levels of  lower cost  domestic natural  gas in natural gas consuming
markets, which could further depress prices  for natural gas in those markets  and make LNG
uneconomical;

(cid:127) increases in the production of natural gas in  areas linked by  pipelines to consuming areas, the
extension of existing pipelines, or the  development of new  pipeline systems in  markets  we may
serve;

(cid:127) infrastructure constraints such as delays  in the construction of liquefaction or regasification
facilities, the inability of project owners or operators to obtain governmental  approvals to
construct or operate LNG facilities, as well as community or political action group resistance to
new LNG infrastructure due to concerns about the environment;

(cid:127) concerns regarding the spread of disease,  for example, the COVID-19 virus,  safety and

terrorism;

(cid:127) changes in weather patterns leading to warmer  winters  in the northern hemisphere and  lower

gas demand in the traditional peak heating season;

(cid:127) the availability and allocation of capital  by  developers to  new LNG projects, especially  the major

oil and  gas companies and other leading participants in the  LNG industry;

(cid:127) increases in interest rates or other  events that  may  affect  the  availability of sufficient  financing

for LNG projects on commercially reasonable  terms;

(cid:127) negative global or regional economic  or political  conditions, particularly in LNG consuming

regions, which could reduce energy consumption or  its  growth;

(cid:127) new taxes or regulations affecting LNG production or liquefaction that make LNG production

less  attractive;

(cid:127) labor or political unrest or military  conflicts affecting  existing or proposed areas of  LNG

production or regasification;

(cid:127) any significant explosion, spill or other incident  involving an  LNG facility or carrier;  or

(cid:127) regional, national or international energy policies that constrain the  production or  consumption

of hydrocarbons including natural gas.

In recent years, global natural gas and  crude  oil prices  have been volatile. Any decline in  oil prices
can depress natural gas prices and lead to a narrowing of the difference in pricing between geographic
regions, which can adversely affect the  length of  voyages in the spot LNG shipping market  and the  spot
rates and medium  term charter rates for  charters which commence in  the near future.

25

A continuation of the recent volatility in  natural  gas and oil prices may adversely affect  our  growth prospects
and results of operations.

Natural gas prices are volatile as demonstrated by 2020  with multi-year lows prior to a strong
recovery in late 2020 in certain geographic areas. Natural gas prices are  affected by numerous factors
beyond our control, including but not  limited to the  following:

(cid:127) price and availability of crude oil and petroleum  products;

(cid:127) worldwide and regional supply of, demand  for and price  of natural gas;

(cid:127) the costs of exploration, development, production,  transportation and distribution  of  natural gas;

(cid:127) expectations regarding future energy prices for both natural gas and other sources of  energy,

including renewable energy sources;

(cid:127) the level of worldwide LNG production and exports;

(cid:127) government laws and regulations, including  but not limited to environmental  protection laws and

regulations;

(cid:127) local and international political, economic  and weather  conditions;

(cid:127) political and military conflicts; and

(cid:127) the availability and cost of alternative  energy sources, including alternate  sources  of  natural gas
in gas importing and consuming countries as well as alternate sources of primary energy such as
renewables.

Given the significant global natural gas  and crude oil price volatility referenced above, and with
eight vessels operating in the short-term  spot market (defined as vessels under  contracts of  less  than
five years), a  continuation of the low  natural gas prices  or oil prices seen in 2020 may adversely affect
our  future business, results of operations and financial  condition and our  ability to make  cash
distributions, as a result of, among other  things:

(cid:127) a reduction in exploration for or development of new natural gas reserves  or projects, or the
delay or cancellation of existing projects as energy companies  lower  their  capital expenditures
budgets, which may reduce our growth opportunities;

(cid:127) low oil prices negatively affecting the market price of natural  gas, to the  extent that natural gas
prices are benchmarked to the price of crude oil, in turn negatively affecting  the economics  of
potential new LNG production projects,  which may  reduce our growth opportunities;

(cid:127) high oil prices negatively affecting the  competitiveness of natural gas  to the extent that natural

gas prices are benchmarked to the price  of crude oil;

(cid:127) low gas prices globally and/or weak differentials between prices in the Atlantic Basin and the
Pacific Basin leading to reduced inter-basin trading  of LNG  and reduced demand for LNG
shipping;

(cid:127) lower demand for vessels of the types we  own and operate, which  may reduce available charter

rates and revenue to us upon redeployment of our vessels following expiration  or termination  of
existing contracts or upon the initial chartering of vessels;

(cid:127) customers potentially seeking to renegotiate or terminate existing  vessel contracts, or failing to

extend or renew contracts upon expiration;

(cid:127) the inability or refusal of customers to make charter payments to us  due to financial constraints

or otherwise; or

26

(cid:127) declines in vessel values, which may result in  losses to us upon  vessel sales or  impairment

charges against our earnings and could  impact  our compliance with  the covenants in  our  loan
agreements.

Due to our lack of diversification, adverse  developments in the LNG market and/or in the LNG transportation
industry could adversely affect our business,  particularly if  such developments occur  at  a time when we are
seeking a new charters for our vessels.

We  rely  exclusively on the cash flow  generated from charters for our LNG  vessels.  Due to our lack
of diversification, an adverse development  in the LNG market and/or the  LNG transportation  industry
could have a significantly greater impact  on our business,  particularly if such  developments occur at a
time when our ships are not under charter or  nearing the end of their charters,  than if we maintained
more diverse assets or lines of businesses.

Changes in global and regional economic conditions  and  capital  markets  volatility could adversely impact our
business, financial condition, results of  operations and cash flows.

Weak global or regional economic conditions may negatively impact  our business, financial
condition, results of operations and cash  flows in  ways that we cannot predict.  Our ability to expand
our  fleet will  be dependent on our ability to obtain financing to fund the acquisition of additional  ships.
In addition, uncertainty about current and future global economic conditions may  cause our customers
to defer  projects in response to tighter  credit, decreased capital availability and  declining customer
confidence, which may negatively impact the  demand for  our  ships  and services  and could also result in
defaults under our current charters. Global financial markets and economic conditions have been
volatile in recent years and remain subject  to  significant vulnerabilities such as the continuing Covid-19
pandemic. A further tightening of the  credit markets  may  negatively impact our operations by affecting
the solvency of our suppliers or customers,  which could lead  to  disruptions in delivery  of  supplies such
as equipment for conversions, cost increases  for supplies, accelerated  payments to suppliers,  customer
bad debts or reduced revenues. Similarly,  such market conditions could affect  lenders participating in
our  financing agreements, making them unable to fulfill their commitments and obligations to us. Any
reduction in activity owing to such conditions  or failure by our customers, suppliers or  lenders to meet
their contractual obligations to us could  adversely affect our business, financial position, results of
operations and ability to make cash distributions to our  unitholders.

GasLog LNG Services, our vessels’ management company, and a substantial number of its staff,

including our Senior Management team, are located in Greece. A return of economic instability in
Greece could disrupt our operations and  have  an adverse effect  on our business. We have sought to
minimize this risk and preserve operational stability by carefully  developing staff deployment plans,  an
information technology recovery site, an  alternative ship-to-shore  communications plan and funding
mechanisms outside of Greece. While we  believe these  plans, combined with  the international nature of
our  operations, will mitigate the impact  of any disruption of operations in Greece, we cannot assure
you that  these plans will be effective  in  all circumstances.

GasLog has an office in England and  our  vessels  may visit ports within the United Kingdom.  The
United Kingdom exited the European Union on  January 31,  2020 and entered a transition period from
February 1, 2020 to December 31, 2020 during which  European  Union Law  still applied. On
December 24, 2020, the United Kingdom reached  a trade agreement with the European Union.  While
the trade agreement did not impose  any  new  tariffs or quotas on  goods, there is a risk that the
disruption of free movement between the  United Kingdom and the European Union could result in
disruption of the exchange of people and services,  and  ultimately, our operations.

27

In 2020, we reduced our quarterly cash  distribution  rate on our common shares to $0.01 per  unit; future
distributions may remain at this level for an  indefinite period or  be eliminated entirely, which could impact
our ability to raise capital.

In light of the continued COVID-19 related uncertainty  in the near term LNG  and LNG shipping

markets, our board of directors and management  have been  proactive in optimizing our corporate
structure, prioritizing preserving liquidity  and  deleveraging the balance sheet. As a result,  starting in  the
third quarter of 2020, we reduced our  quarterly cash distributions  on our common units to $0.01 per
unit. While we believe that this action will allow  us  to  preserve  liquidity during this period  of
COVID-19 uncertainty, there is some risk that we may not be able to substantially increase the  amount
of distribution in coming periods, which  could  have a negative  impact on our unit price. Any negative
impact on our unit price could ultimately  impact  our ability to raise capital.

We must make substantial capital expenditures to maintain and replace our fleet, which will reduce  cash
available for distribution. In addition, each quarter we are required  to  deduct estimated maintenance and
replacement capital expenditures from operating surplus, which may result  in  less cash available to
unitholders than if actual maintenance  and  replacement capital  expenditures were deducted.

We  must make substantial capital expenditures  to  maintain  and replace, over the  long-term, the

operating capacity of our fleet. Maintenance and  replacement capital expenditures from operating
surplus totaled $59.2 million for the year ended December  31, 2020. We estimate  that  future
maintenance and replacement capital  expenditures  will  remain  at  approximately $59.2  million  per  full
year, including potential costs related  to  replacing current vessels at the end of their useful lives.
Maintenance and replacement capital  expenditures include capital expenditures  associated with  (i) the
removal of a vessel from the water for inspection, maintenance  and/or repair of submerged parts  (or
dry-docking) and (ii) modifying an existing vessel  or acquiring a  new vessel, to the extent  these
expenditures are incurred to maintain,  enhance or replace the  operating capacity of  our fleet.  These
expenditures could vary significantly  from  quarter  to  quarter and could  increase as a  result of changes
in:

(cid:127) the cost of labor and materials;

(cid:127) the time required to carry out any investments;

(cid:127) customer requirements;

(cid:127) the size of our fleet;

(cid:127) the cost of replacement vessels;

(cid:127) the length and terms of our charters;

(cid:127) governmental regulations and maritime self-regulatory  organization standards  relating to safety,

security or the environment;

(cid:127) competitive standards; and

(cid:127) the age of our ships.

Significant capital expenditures, including to maintain and replace, over the  long-term, the

operating capacity of our fleet, may reduce  or eliminate the amount of  cash available for distribution to
our  unitholders. Our partnership agreement requires  our board of directors to deduct  estimated, rather
than actual, maintenance and replacement capital expenditures  from operating  surplus  each  quarter  in
an effort to reduce fluctuations in operating surplus (as defined in our  partnership agreement).  The
amount of estimated maintenance and replacement capital expenditures deducted from  operating
surplus is subject to review and change by  our  conflicts committee at least once a year. In years when
estimated maintenance and replacement capital expenditures are higher  than  actual maintenance and

28

replacement capital expenditures, the  amount of cash available for distribution to unitholders will be
lower than if actual maintenance and replacement capital  expenditures  were deducted from  operating
surplus. If our board of directors underestimates  the appropriate  level  of estimated maintenance and
replacement capital expenditures, we may have  less  cash available for distribution  in future  periods
when actual capital expenditures exceed  our previous estimates.

The derivative contracts used to hedge our  exposure to  fluctuations  in interest rates and foreign exchange  rates
could result in reductions in our partners’ equity as well  as  charges against our profit.

We  enter into derivative contracts from  time to time for purposes of managing our exposure  to

fluctuations in interest rates applicable to floating  rate indebtedness and in foreign exchange rates
relating to our operating expenditures  that are denominated in currencies other than the U.S. dollar.
As of December 31, 2020, there were  no foreign exchange derivatives outstanding.  Nonetheless, we had
three interest rate swaps with GasLog in place with a  notional  amount of $340.0 million and four
interest rate swaps with an aggregate  notional amount of  $133.3 million with  DNB Bank ASA, London
Branch and ING Bank N.V., London Branch.  None of the existing derivative contracts  were designated
as a cash flow hedging instrument. The  changes in their  fair value are  recognized  in our statement of
profit or loss. Changes in the fair value of  any derivative contracts that do not qualify  for treatment as
cash flow hedges for financial reporting purposes would affect, among other things, our profit and
earnings per unit.

There is  no assurance that our derivative contracts  will provide  adequate protection against

adverse changes in interest rates or foreign exchange rates  or that our bank counterparties will be able
to perform their obligations. In addition,  as a result of the implementation of new  regulation of the
swaps markets in the United States, the  European Union and elsewhere over the  next few years, the
cost and availability of interest rate and  currency hedges may increase or suitable hedges may not be
available.

Our earnings and business are subject  to  the  credit  risk associated with our contractual counterparties.

We  will enter into, among other things, time charters and other  contracts with our  customers,
credit facilities and commitment letters with banks, insurance contracts  and  interest  rate swaps and
foreign  exchange  forward  contracts.  Such  agreements  subject  us  to  counterparty  credit  risk.  For
example, for the year ended December 31, 2020,  72.9% of our revenues derived from  subsidiaries  of
Shell. We also have one vessel on charter  to  Trafigura,  one  on charter to Cheniere, one on charter to
Gunvor, one on charter to JOVO, one  charter to CNTIC V Power and three  trading in  the short-term
spot market under contracts of up to six months. While we believe  all our customers to be strong
counterparties, their creditworthiness as  assessed  by  independent parties  such as  credit rating  agencies
is less strong than  that of Shell. In the  future, we  may  enter into new  charters with these and other
counterparties who are less creditworthy.

The ability and willingness of each of our counterparties to perform its  obligations under  a
contract with us will depend upon a  number of factors that  are  beyond our control and  may include,
among other things, general economic conditions,  the condition of the natural gas and LNG  markets
and charter hire rates. Should a counterparty fail to honor its obligations under agreements with us, we
could sustain significant losses which  in  turn could have  a material adverse effect on our  business,
financial condition, results of operations and cash flows, including cash  available  for distribution to
unitholders.

29

Our debt levels may limit our flexibility  in obtaining additional  financing, pursuing other business
opportunities and paying distributions to  unitholders.

Our level of debt could have important consequences to us, including  the following:

(cid:127) our ability to obtain additional financing,  if necessary, for working capital,  capital expenditures,
ship acquisitions or other purposes may be impaired  or such  financing may not be available on
favorable terms;

(cid:127) we will need a substantial portion of our  cash flow to make principal and interest payments  on
our  debt, reducing the funds that would otherwise  be  available  for operations,  future business
opportunities and distributions to unitholders;

(cid:127) the requirement on us to maintain minimum levels  of  liquidity, reducing the funds that would

otherwise be available for operations, future  business  opportunities and distributions to
unitholders;

(cid:127) our debt level may make us more  vulnerable  than our competitors  with less debt to competitive
pressures, changes in financial market conditions or a downturn in our industry or  the economy
generally;

(cid:127) our debt level may limit our flexibility  in responding to changing  business  and economic

conditions; and

(cid:127) if  we are unable to satisfy the restrictions included  in any  of our financing agreements  or are

otherwise in default under any of those  agreements, as a  result of our debt levels  or otherwise,
we will not be able to make cash distributions to our unitholders,  notwithstanding  our stated
cash distribution policy.

Our ability to service our debt depends upon, among other things,  our future financial and

operating performance, which will be affected by prevailing economic  conditions and financial, business,
regulatory and other factors, some of which are beyond our control. As of December  31, 2020, we had
an aggregate of $1,285.5 million of indebtedness outstanding under our  credit facilities, of which
$104.9 million is repayable within one year.  See  ‘‘Item  5. Operating  and  Financial Review and
Prospects—B. Liquidity and Capital Resources’’.

If our operating results are not sufficient to service our current or future  indebtedness, we will be

forced to  take actions such as reducing  distributions,  reducing  or  delaying our business activities,
acquisitions, investments or capital expenditures, selling assets, restructuring or refinancing our debt, or
seeking additional equity capital or bankruptcy protection. We may not  be  able to effect any of these
remedies on satisfactory terms, or at all.

Financing agreements containing operating  and financial  restrictions may restrict our business and financing
activities. A failure by us to meet our obligations under our financing agreements would result in an event  of
default under such credit facilities which  could  lead to foreclosure on our ships.

The operating and financial restrictions and covenants in  our credit facilities and any future
financing agreements could adversely  affect our ability to finance future operations or capital needs or
to engage, expand or pursue our business  activities.  For example, the financing agreements  may restrict
the ability of us and our subsidiaries to:

(cid:127) incur or guarantee indebtedness;

(cid:127) change ownership or structure, including mergers, consolidations,  liquidations and dissolutions;

(cid:127) pay dividends or distributions;

(cid:127) make certain negative pledges and grant certain  liens;

30

(cid:127) sell, transfer, assign or convey assets;

(cid:127) make certain investments; and

(cid:127) enter into a new line of business.

In addition, such financing agreements  may  require us to comply with certain financial ratios  and
tests, including, among others, maintaining  a minimum liquidity,  and a minimum collateral value.  Our
ability to comply with the restrictions  and  covenants, including financial ratios  and tests, contained  in
such financing agreements is dependent on  future performance and  may be affected  by  events beyond
our  control, including prevailing economic,  financial and industry conditions.  If market or other
economic conditions deteriorate, our  ability to comply with these covenants may  be  impaired.

If we  are unable to comply with the restrictions  and covenants in the agreements governing our

indebtedness  or in current or future  debt financing  agreements, there could  be  a default under the
terms of those agreements. If a default  occurs  under these agreements,  lenders could terminate their
commitments to lend and/or accelerate  the outstanding loans  and declare all amounts borrowed due
and payable. We have pledged our vessels as security for  our outstanding indebtedness.  If our lenders
were to foreclose on our vessels in the event  of a default, this may adversely affect our ability to
finance future operations or capital needs  or to engage, expand or pursue  our business activities. If any
of these  events occur, we cannot guarantee that our assets will be sufficient  to  repay in full  all  of  our
outstanding indebtedness, and we may  be  unable  to  find alternative financing.  Even if we  could  obtain
alternative financing, that financing might  not  be  on terms that are favorable or acceptable. Any of
these events would adversely affect our  ability to make distributions to our unitholders  and could cause
a decline in the market price of our  common units and Preference  Units. See ‘‘Item 5. Operating and
Financial Review and Prospects—B. Liquidity and Capital Resources—Credit Facilities’’.

Restrictions in our debt agreements may prevent  us or our  subsidiaries from  paying distributions.

The payment of principal and interest on our debt  reduces cash available for distribution to our
unitholders. In addition, our credit facilities prohibit  the payment of distributions to our unitholders
upon the occurrence of the following events, among others:

(cid:127) failure to pay any principal, interest, fees, expenses  or other amounts  when due;

(cid:127) breach or lapse of any insurance with respect to vessels securing the  facilities;

(cid:127) breach of certain financial covenants;

(cid:127) failure to observe any other agreement,  security instrument,  obligation or covenant beyond

specified cure periods in certain cases;

(cid:127) default under other indebtedness;

(cid:127) bankruptcy or insolvency events;

(cid:127) failure of any representation or warranty to be correct;

(cid:127) a change of ownership of the borrowers or  GasLog Partners Holdings;  and

(cid:127) a material adverse effect.

Furthermore, we expect that our future  financing agreements  will contain  similar provisions. For
more information regarding these financing  agreements, see  ‘‘Item 5. Operating and Financial  Review
and Prospects—B. Liquidity and Capital Resources—Credit Facilities’’.

31

The failure to consummate or integrate  acquisitions in a timely  and cost-effective manner could have an
adverse effect on our financial condition and results  of operations.

Under the omnibus agreement, we currently  have the option to purchase from GasLog the GasLog

Singapore, the GasLog Warsaw, the GasLog Windsor, the GasLog Wales, the GasLog Westminster, the
GasLog Georgetown and the GasLog Galveston within  30 days following receipt of notice  from GasLog
that each vessel has commenced its multi-year charter (being  at least  five years in  length). In each case,
our  option to purchase is at fair market value as determined pursuant to the omnibus agreement. In
addition, according to the terms of the omnibus agreement,  GasLog will be required to offer  us the
opportunity to purchase each of Hull Nos. 2311 and 2312  within 30  days of the commencement of their
respective charters.

We  will not be obligated to purchase any of these vessels and,  accordingly, we may not complete

the purchase of any of such vessels. Furthermore, even if we  are able to agree on  a price with  GasLog,
there are no assurances that we will be able to obtain adequate financing on terms that are acceptable
to us. In light of recent master limited  partnership (‘‘MLP’’)  market  volatility and  the fall in  the value
of our common and Preference units, it  may  be  more difficult for us to complete an  accretive
acquisition.

We  believe that other acquisition opportunities may arise from time  to  time,  and any such

acquisition could be significant. Any acquisition of  a vessel or other asset  or business may not be
profitable at or after the time of acquisition and may not generate cash flow  sufficient to justify the
investment. In addition, any acquisition exposes  us to risks  that may harm our business, financial
condition, results of operations and ability to make cash distributions to our  unitholders, including  risks
that we may:

(cid:127) fail to realize anticipated benefits,  such as new  customer relationships, cost-savings  or cash  flow

enhancements;

(cid:127) be unable to attract, hire, train or  retain  qualified shore  and seafaring  personnel to manage and

operate our growing business and fleet;

(cid:127) decrease our liquidity by using a significant portion  of  available  cash  or borrowing capacity to

finance acquisitions;

(cid:127) significantly increase our interest expense or financial leverage if we  incur  additional debt to

finance acquisitions;

(cid:127) incur or assume  unanticipated liabilities, losses or costs associated with the  business  or vessels

acquired; or

(cid:127) incur other significant charges, such as  impairment of goodwill  or other intangible assets, asset

devaluation or restructuring charges.

In addition, unlike newbuildings, existing vessels typically do not carry  warranties as to their
condition. While we generally inspect existing vessels prior to purchase, such an inspection would
normally not provide us with as much knowledge of  a vessel’s condition as we would possess if it had
been built for us and operated by us  during its  life. Repairs and maintenance  costs for existing  vessels
are difficult to predict and may be substantially  higher than for vessels we have  operated since  they
were built. These costs could decrease our cash flow and reduce  our liquidity.

Certain acquisition and investment opportunities  may  not  result in  the consummation of a

transaction. In addition, we may not be able to obtain  acceptable terms for the required financing for
any such acquisition or investment that  arises. We cannot predict  the  effect, if any,  that  any
announcement or consummation of an acquisition would  have on  the trading price of our common
units or Preference Units. Our future acquisitions  could present a number of  risks, including the risk of

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failing  to integrate successfully and on a  timely  basis the  operations or management of any acquired
vessels or businesses and the risk of diverting  management’s attention from  existing operations or other
priorities. We may also be subject to  additional costs related to compliance  with various  international
laws in connection with such acquisition. If we fail  to  consummate and  integrate  our acquisitions  in a
timely and cost-effective manner, our business, financial  condition,  results of operations and cash
available for distribution could be adversely affected.

Compliance with safety and other requirements imposed by  classification societies  may be  very  costly  and  may
adversely affect our business.

The hull and machinery of every commercial  LNG carrier must  be  classed by a classification
society. The classification society certifies that  the ship  has been  built and subsequently  maintained  in
accordance with the applicable rules  and regulations of that  classification  society. Moreover,  every  ship
must comply with all applicable international  conventions and the regulations of the  ship’s  flag state as
verified by a classification society. Finally, each ship must successfully  undergo  periodic  surveys,
including annual, intermediate and special  surveys performed under the  classification society’s rules.

If any ship does not maintain its class, it will lose its  insurance coverage and be unable  to  trade,
and the ship’s owner will be in breach  of  relevant  covenants under its financing arrangements. Failure
to maintain the class of one or more of  our ships could have a material adverse effect on  our business,
financial condition, results of operations and cash flows, including cash  available  for distribution to
unitholders.

Climate change and greenhouse gas restrictions may adversely impact our  operations and markets.

Due to concern over the risks of climate  change, a number of  countries  and the  IMO,  have
adopted, or are considering the adoption of,  regulatory frameworks to reduce greenhouse gas  emission
from ships. These regulatory measures  may  include adoption of cap  and trade regimes, carbon  taxes,
increased efficiency standards and incentives or  mandates for renewable energy. Although emissions of
greenhouse gases from international  shipping currently are not  subject to agreements under the United
Nations Framework Convention on Climate  Change, such as the ‘‘Kyoto Protocol’’ and the ‘‘Paris
Agreement’’,  a new treaty may be adopted  in the future that includes additional restrictions on shipping
emissions to those already adopted under the International Convention for the Prevention of Marine
Pollution from Ships, or the ‘‘MARPOL Convention’’. Compliance with  future changes  in laws and
regulations relating to climate change could increase  the costs of operating and maintaining our  ships
and could require us to install new emission  controls, as well as acquire  allowances, pay  taxes related  to
our  greenhouse gas emissions or administer  and manage a greenhouse gas emissions program.  Revenue
generation and strategic growth opportunities  may also be adversely affected.

There is  increasing focus on the environmental footprint  of  the energy  and  transportation sectors

from governments, regulators, shareholders,  customers, environmental  pressure groups and other
stakeholders. This has been manifested recently  by Shell’s commitment to base executive remuneration
in part on the achievement of specific carbon emissions targets, covering all of its activities  and
products and those of its suppliers. GasLog’s vessels on charter  to  Shell and  other energy companies
form part of their supply chain and are  likely to be captured  within these targets. In addition, many
large financial institutions are under  pressure both to reduce their own  environmental footprints and to
monitor the environmental footprints of  the companies and projects to which  they lend.  While  LNG is
among the cleanest marine transportation  fuels  and  while there are no  legally  binding  obligations on
GasLog or its peers to reduce emissions today, the  focus and pressure  on the  environmental footprint
of the marine transportation sector is  likely  to  remain  high and  may increase. Any specific
requirements imposed on GasLog by  regulators, governments, customers or other stakeholders may
impact the useful life of our vessels, increase  our operating costs  or  require us to undertake significant
investments in our vessels which may  reduce  our revenues, profits and cash flows  and may  impact  our
ability to pay distributions to our unitholders.

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Adverse effects upon the oil and gas industry relating to climate change, including growing public

concern about the environmental impact of climate change, may  also  have an  effect  on demand  for our
services. For example, increased regulation  of  greenhouse gases or other concerns relating to climate
change may reduce the demand for oil and natural gas in the future or create greater  incentives for use
of alternative energy sources. Any long-term  material adverse  effect on the oil  and gas  industry could
have significant financial and operational adverse impacts on our business  that  we cannot predict  with
certainty at this time.

We operate our ships worldwide, which  could  expose us  to political, governmental and economic instability
that could harm our business.

Because we operate our ships in the geographic areas where  our customers do business, our
operations may be affected by political, governmental and economic conditions in the  countries where
our  ships  operate or where they are  registered. Any disruption caused by  these  factors could harm our
business, financial condition, results of operations and cash flows,  including  cash available for
distribution to unitholders. In particular, our ships frequent LNG terminals  in countries including
Egypt, Nigeria, Equatorial Guinea and  Trinidad, as well as transit through  the Gulf of Aden and  the
Strait of Hormuz. Future hostilities or  other political  instability in  the geographic regions where we
operate or may operate could have a material adverse effect on our  business, financial  condition,
results of operations and cash flows,  including  cash available for distribution  to  unitholders. General
trade tensions between the U.S. and  China escalated  in 2018,  with three rounds of U.S. tariffs on
Chinese goods taking effect in 2018 and  a  further round  taking effect in September 2019,  each followed
by a round of retaliatory Chinese tariffs on U.S.  goods. Despite  a phase one trade  deal being signed  in
January 2020, tensions continue to exist.  Our business could be harmed by trade tariffs, as well  as any
trade embargoes or other economic sanctions  by the  United States or other countries against  countries
in the Middle East, Asia, Russia or elsewhere as a result of terrorist attacks, hostilities or diplomatic or
political pressures that limit trading activities  with those countries.

Terrorist attacks, international hostilities,  political change  and  piracy could adversely affect our business,
financial condition, results of operations and cash  flows.

Terrorist attacks, piracy and the current conflicts in  the Middle East and elsewhere, as well  as
other current and future conflicts and  political  change, may adversely  affect our business, financial
condition, results of operations and cash  flows, including cash  available for  distribution to unitholders.
The continuing hostilities in the Middle East may lead to additional acts of terrorism, further regional
conflicts, other armed actions around  the  world and  civil disturbance in the United  States or elsewhere,
which  may contribute to further instability in the global  financial  markets. These  uncertainties could
also adversely affect our ability to obtain additional financing on terms  acceptable to us, or  at all.

In the past, political conflicts have also  resulted in  attacks  on ships, mining of waterways and other

efforts to disrupt international shipping, particularly in the Arabian Gulf region.  Acts of terrorism and
piracy have also affected ships trading  in  regions  such as the  South  China Sea,  West  Africa  and the
Gulf of Aden. Any terrorist attacks targeted at ships may in  the future  have a material negative effect
on our business, financial condition, results of operations and cash  flows and could directly impact our
ships or our customers.

We  currently employ armed guards onboard certain vessels operating in areas  that  may be prone

to hijacking or terrorist attacks. The presence of armed guards may increase the  risk of damage, injury
or loss of life in connection with any  attacks on our vessels, in  addition  to  increasing crew costs.

We  may not be adequately insured to cover  losses from acts of terrorism,  piracy, regional conflicts

and other armed actions, including losses relating to the employment of armed  guards.

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LNG facilities, shipyards, ships, pipelines and gas fields could be targets of future terrorist  attacks

or piracy. Any such attacks could lead  to,  among other things,  bodily  injury or  loss of  life, as well  as
damage  to the ships or other property, increased ship operating  costs, including insurance costs,
reductions in the supply of LNG and the  inability to transport  LNG  to  or from certain  locations.
Terrorist attacks, war or other events  beyond our control that adversely affect the production, storage
or transportation of LNG to be shipped by  us could  entitle our customers  to  terminate  our  charter
contracts in certain circumstances, which  would harm our cash  flows and our business.

Terrorist attacks, or the perception that  LNG facilities and LNG carriers are potential terrorist
targets, could materially and adversely  affect expansion  of LNG  infrastructure and the continued supply
of LNG. Concern that LNG facilities  may  be  targeted for  attack by terrorists has contributed
significantly to local community and  environmental group  resistance to the  construction of  a number  of
LNG facilities, primarily in North America.  If a terrorist incident  involving an LNG facility  or LNG
carrier did occur, in addition to the possible effects identified  in the previous paragraph, the incident
may adversely affect the construction of additional  LNG facilities and could lead to the temporary  or
permanent closing of various LNG facilities currently in  operation.

In the future, the ships we own could be required to  call on  ports  located  in countries that are  subject to
restrictions imposed by the United States and other  governments.

The United States and other governments and their agencies  impose sanctions and embargoes on

certain countries and maintain lists of  countries they consider to be state  sponsors  of terrorism. For
example, in 2010, the United States enacted the Comprehensive Iran  Sanctions  Accountability  and
Divestment Act, (‘‘CISADA’’), which  expanded  the scope of the former Iran Sanctions Act. Among
other things, CISADA expanded the application of the prohibitions imposed by the U.S. government to
non-U.S.  companies, such as us, and  limits  the ability of companies and  persons to do business or trade
with Iran when such activities relate  to  the investment, supply or export of  refined  petroleum or
petroleum products, as well as LNG.

In 2012, President Obama signed Executive Order  13608, which  prohibits foreign persons  from

violating or attempting to violate, or causing a violation of, any sanctions in  effect against Iran, or
facilitating any deceptive transactions  for  or on  behalf of any  person subject  to  U.S. sanctions. The
Secretary of the Treasury may prohibit any transactions or dealings, including any U.S. capital markets
financing, involving any person found  to  be in violation of Executive Order 13608. Also  in 2012, the
U.S. enacted the Iran Threat Reduction and Syria Human Rights Act of 2012, (the ‘‘ITRA’’), which
created new sanctions and strengthened existing sanctions. Among  other things, the ITRA intensifies
existing sanctions regarding the provision of  goods, services, infrastructure or technology  to  Iran’s
petroleum or petrochemical sector. The ITRA  also includes a provision requiring the President of the
United States to impose five or more  sanctions from Section 6(a) of the Iran Sanctions  Act, as
amended, on a person the President  determines is  a controlling beneficial owner of, or otherwise owns,
operates, or controls or insures a vessel that  was  used  to  transport  crude  oil from  Iran to another
country and (1) if the person is a controlling beneficial owner of the vessel, the person had  actual
knowledge the vessel was so used or  (2) if the  person otherwise owns, operates, or controls,  or insures
the vessel, the person knew or should have known  the vessel was so used.  Such  a person could be
subject to a variety of sanctions, including  exclusion from U.S. capital markets, exclusion from  financial
transactions subject to U.S. jurisdiction, and exclusion of such person’s vessels  from U.S.  ports for  up to
two years. The ITRA also includes a requirement  that issuers of securities must disclose to the SEC  in
their annual and quarterly reports filed  after February 6, 2013 whether the  issuer or ‘‘any affiliate’’ has
‘‘knowingly’’ engaged in certain sanctioned activities involving Iran  during  the timeframe  covered by the
report. Finally, in January 2013, the U.S.  enacted the Iran Freedom and  Counter-Proliferation Act of
2012 or the ‘‘IFCA’’, which expanded the  scope  of U.S.  sanctions on  any person that is part of Iran’s
energy, shipping or shipbuilding sector and operators of ports in  Iran, and imposes penalties  on any

35

person who facilitates or otherwise knowingly provides  significant financial, material or  other support to
these entities.

On January 16, 2016, the United States suspended  certain sanctions against Iran applicable to
non-U.S.  companies, such as us, pursuant to the nuclear  agreement reached between Iran, China,
France, Germany, Russia, the United  Kingdom, the  United States and the European Union.  To
implement these changes, beginning on  January 16, 2016,  the United States waived enforcement of
many  of the sanctions against Iran’s energy  and  petrochemical  sectors  described above,  among  other
things, including certain provisions of  CISADA, ITRA, and IFCA.  In May 2018,  President Trump
announced the withdrawal of the U.S. from the Joint Comprehensive  Plan  of  Action  and almost  all  the
U.S. sanctions waived and lifted in January 2016 were  reinstated in August 2018 and November  2018,
respectively.

Although the ships we own have not  called  on ports in countries subject to sanctions or embargoes

or in countries identified as state sponsors of terrorism,  including Iran, North  Korea and Syria, we
cannot assure you that these ships will not call on ports in  these countries in the future. While we
intend to maintain compliance with all  sanctions and embargoes  applicable  to  us, U.S.  and international
sanctions and embargo laws and regulations  do not necessarily apply to the same countries or proscribe
the same activities, which may make compliance difficult. Additionally,  the scope of certain laws may  be
unclear, and these laws may be subject  to  changing interpretations and application and may be
amended or strengthened from time  to  time, including by adding or removing countries  from the
proscribed lists. Violations of sanctions  and embargo  laws and  regulations could result  in fines  or other
penalties and could result in some investors deciding, or being required, to divest  their investment,  or
not to invest, in us.

Failure to comply with the U.S. Foreign Corrupt Practices Act, the  UK Bribery  Act and other anti-bribery
legislation in other jurisdictions could result in  fines, criminal penalties, contract terminations and an adverse
effect on our business.

We  operate our ships worldwide, requiring our ships to trade in  countries known to have a

reputation for corruption. We are committed to doing business in accordance  with applicable
anti-corruption laws and have adopted a code of business conduct and ethics which is consistent and  in
full compliance with the U.S. Foreign  Corrupt  Practices  Act of  1977, (the  ‘‘FCPA’’), and the Bribery
Act 2010 of the United Kingdom (the ‘‘UK  Bribery Act’’). We are subject, however,  to  the risk  that  we,
our  affiliated entities or our or their  respective officers,  directors, employees and  agents may take
actions determined to be in violation  of  such anti-corruption laws, including the  FCPA  and the  UK
Bribery Act. Any such violation could  result  in substantial  fines, sanctions, civil and/or criminal
penalties, or curtailment of operations  in  certain jurisdictions, and might adversely affect our business,
results of operations or financial condition. In addition,  actual or alleged violations  could  damage our
reputation and ability to do business.  Furthermore, detecting, investigating, and resolving actual  or
alleged violations is expensive and can consume significant time  and attention of our senior
management.

Changing laws and evolving reporting requirements could  have  an adverse  effect on  our  business.

Changing laws, regulations and standards relating to reporting requirements may create additional

compliance requirements for us. To maintain high standards of corporate  governance  and public
disclosure, GasLog has invested in, and intends  to  continue to invest in, reasonably  necessary  resources
to comply with evolving standards.

The European Union Code of Conduct Group has assessed the  tax  policies of a  range of countries

including Bermuda, where our vessel  owning entities are incorporated. Bermuda was included in  a list
of jurisdictions which are required to address the  European  Union Code  of Conduct Group’s  concerns

36

in respect of ‘economic substance’. Bermuda,  along with  the British Virgin Islands,  the Cayman  Islands,
Guernsey, Bailiwick of Jersey and the  Isle of  Man, has committed  to  comply with  the European  Union
Code of Conduct Group’s requirements  on  economic substance  and has passed legislation in  the form
of the Economic Substance Act 2018 (the ‘‘ESA’’).

GasLog has filed the required returns confirming  we have appropriate  economic  substance in
Bermuda. However, it is not possible to accurately predict the outcome of any  review by the authorities
as to whether or not GasLog and its  business has accurately  interpreted  the requirements.  Whilst  we
believe we have taken appropriate advice  and counsel from the  relevant authorities  and external  legal
advisors; the requirements may increase the complexity and  costs  of carrying  on GasLog’s  business  with
entities incorporated in Bermuda.

Increased regulatory oversight, uncertainty  relating  to the nature and timing  of the  potential phasing out of
LIBOR, and agreement on any new alternative reference rates may adversely impact our ability to manage
our exposure to fluctuations in interest rates  and borrowing costs.

The United Kingdom Financial Conduct  Authority (‘‘FCA’’), which  regulates  LIBOR, has

announced that it  would phase out LIBOR by the end  of 2023. It  is unclear whether an  extension will
be granted or new methods of calculating LIBOR will be established such that it  continues to exist
after 2023, or if alternative rates or benchmarks will be adopted. Various alternative reference rates  are
being considered in the financial community.  The  Secured Overnight Financing Rate has been
proposed by the Alternative Reference Rate Committee, a committee convened by the U.S. Federal
Reserve that includes major market participants  and on which  regulators participate, as  an alternative
rate to replace U.S. dollar LIBOR. However, it  is not possible  at  this  time to know the ultimate impact
a phase-out of LIBOR may have. The  changes may  adversely affect the trading  market  for LIBOR
based agreements, including our credit facilities, interest rate  swaps  and Preference Units. We  may
need to negotiate the replacement benchmark rate on our  credit facilities  and interest rate swaps  and
the use of an alternative rate or benchmark, may negatively impact our interest rate expense. Any other
contracts entered into in the ordinary  course of  business which currently refer to, use or include
LIBOR may also be impacted.

Further, if a LIBOR rate is not available on  a determination date  during  the floating rate period

for any of our LIBOR based agreements,  the terms  of such agreements  will require alternative
determination procedures which may result in interest or distribution  payments differing from
expectations and could affect our profit  and  the market value of our Preference  Units.

In addition, any changes announced by the FCA, including the FCA Announcement, the ICE
Benchmark Administration Limited (the  independent administrator of LIBOR)  or any  other  successor
governance or oversight body, or future  changes adopted by such body, in the  method pursuant to
which  LIBOR rates are determined may result in a sudden  or  prolonged increase or decrease in
reported LIBOR rates. If that were to  occur,  the level of interest  or distribution payments during the
floating rate period for our LIBOR based  agreements would be affected and could affect our profit or
the market value of our Preference Units.

Our insurance may be insufficient to cover losses  that may occur to our property or  result from our
operations which could adversely affect our results  of operations and cash flows.

The operation of any ship includes risks such as  mechanical failure, personal injury, collision, fire,
contact with floating objects, property loss  or damage, cargo loss  or damage,  failure of or disruption  to
information and operational technology  systems and business interruption due to a number of reasons,
including political circumstances in foreign countries, hostilities, cyber  attacks  and labor  strikes. In
addition, there is always an inherent  possibility  of a marine disaster, including collision,  explosion,  spills
and other environmental mishaps, and  other  liabilities arising  from owning, operating or managing

37

ships in international trade. Although we  carry  protection and indemnity,  hull and machinery and  loss
of hire insurance covering our ships consistent with industry standards, we can give no assurance that
we are adequately insured against all  risks or that our insurers will pay a particular claim. In addition,
we may be unable to insure against certain cyber events that  may  disrupt  our information and
operational technology systems. We also may be unable to procure adequate  insurance coverage at
commercially reasonable rates in the future.  Even if our insurance  coverage is adequate to cover  our
losses, we may not be able to obtain a  timely replacement ship in the  event of a loss of a ship. Any
uninsured or underinsured loss could harm our business, financial  condition,  results of operations and
cash flows, including cash available for  distribution to unitholders.

In addition, some of our insurance coverage is maintained  through mutual protection and

indemnity associations and, as a member  of such associations, we  may  be required  to  make additional
payments over and above budgeted premiums if member claims exceed  association  reserves.

Reliability of suppliers may limit our ability  to obtain  supplies and  services  when needed.

We  rely, and will in the future rely, on  a significant  supply of consumables,  spare  parts  and

equipment to operate, maintain, repair  and  upgrade  our fleet of ships. Delays in  delivery or
unavailability of supplies could result in  off-hire  days due to consequent delays  in the repair and
maintenance of our fleet. This would negatively impact our revenues and cash  flows. Cost increases
could also negatively impact our future  operations, although  the impact of significant  cost increases
may be mitigated to some extent with respect to the  vessels  that are employed  under charter contracts
with automatic periodic adjustment provisions or cost review provisions.

Governments could requisition our ships  during a  period  of  war  or emergency, resulting  in loss of earnings.

The government of a jurisdiction where one or more of our ships are registered  could  requisition
for title or seize our ships. Requisition for  title occurs when  a government takes  control of a ship and
becomes its owner. Also, a government  could  requisition our ships for hire.  Requisition  for hire occurs
when a government takes control of  a  ship and  effectively  becomes the charterer at dictated  charter
rates. Generally, requisitions occur during  a period  of  war  or  emergency, although governments may
elect to requisition ships in other circumstances.  Although we  would expect to be entitled to
government compensation in the event  of  a requisition of one or more  of our ships, the amount and
timing of  payments, if any, would be uncertain.  A government requisition of one or more  of  our  ships
would result in off-hire days under our  time charters, may  cause us to breach covenants  in certain of
our  credit facilities and could have a  material adverse effect on our business,  financial  condition,  results
of operations and  cash flows, including cash  available for  distribution to unitholders.

Maritime claimants could arrest our ships,  which could interrupt  our cash flows.

Crew members, suppliers of goods and services to a  ship,  shippers or  receivers  of  cargo and other

parties may be entitled to a maritime  lien  against a  ship  for  unsatisfied  debts, claims or  damages. In
many  jurisdictions, a maritime lienholder  may enforce its lien by arresting a  ship.  The arrest or
attachment of one or more of our ships  which is not  timely  discharged could  cause us  to  default on a
charter or breach covenants in certain  of  our credit facilities and, to the extent such arrest or
attachment is not covered by our protection and indemnity insurance, could require  us  to  pay large
sums of money to have the arrest or  attachment lifted. Any of these occurrences  could  have a material
adverse effect on our business, financial  condition,  results of operations  and cash flows, including  cash
available for distribution to unitholders.

Additionally, in some jurisdictions, such as the  Republic of South Africa,  under  the ‘‘sister ship’’
theory of liability, a claimant may arrest both the ship that  is subject to the claimant’s maritime  lien
and any ‘‘associated’’ ship, which is any ship owned or controlled by  the same  owner. Claimants  could

38

try to assert ‘‘sister ship’’ liability against  one ship in our  fleet for claims relating  to  another  of  our
ships.

We may  be subject to litigation that could  have an adverse effect on us.

We  may in the future be involved from  time to time in litigation  matters. These matters may

include, among other things, contract  disputes, personal  injury  claims, environmental claims or
proceedings, toxic tort claims, employment  matters and governmental  claims for taxes or duties, as well
as other litigation that arises in the ordinary  course of our  business.  We  cannot predict with certainty
the outcome of any claim or other litigation matter. The ultimate outcome  of  any litigation  matter and
the potential costs associated with prosecuting or defending  such lawsuits, including the diversion of
management’s attention to these matters,  could have  an adverse effect on us and, in the event  of
litigation that could reasonably be expected  to  have a material adverse  effect  on us, could lead  to  an
event of default under certain of our credit  facilities.

Risks Inherent in an Investment in Us

GasLog and its affiliates may compete with us.

Pursuant to the omnibus agreement  between us and  GasLog, GasLog and  its controlled affiliates

(other than us, our general partner and our subsidiaries) generally have agreed not to acquire, own,
operate or charter certain LNG carriers operating under charters of five full  years  or more. The
omnibus agreement, however, contains  significant  exceptions that  may allow GasLog  or any  of  its
controlled affiliates to compete with us,  which could harm  our  business.  For example, these exceptions
result in GasLog not being restricted from: acquiring,  owning, operating  or chartering  Non-Five-Year
Vessels; acquiring a non-controlling equity ownership, voting or profit participation interest in any
company, business or pool of assets; acquiring,  owning, operating  or chartering a Five-Year  Vessel that
GasLog would otherwise be restricted  from owning  if  we are  not  willing  or able  to  acquire such  vessel
from GasLog within the periods set forth  in the omnibus agreement; or owning  or operating any
Five-Year Vessel that GasLog owns on the  closing  date of  the  IPO  and that was not part of our fleet as
of such date. See ‘‘Item 7. Major Unitholders and Related Party Transactions—B.  Related  Party
Transactions—Omnibus Agreement—Noncompetition’’ for a detailed description of  those exceptions
and the definitions of ‘‘Five-Year Vessel’’ and ‘‘Non-Five-Year Vessel’’.

The price of our common units has recently declined  significantly and may continue to be volatile.

The price of our common units may  be volatile and may fluctuate  due to  factors including:

(cid:127) our payment of cash distributions to  our  unitholders;

(cid:127) the amount of cash distributions paid to our  unitholders;

(cid:127) repurchases by us of our common units pursuant to our unit repurchase  programme;

(cid:127) actual or anticipated fluctuations in quarterly and annual  results;

(cid:127) fluctuations in oil and natural gas prices;

(cid:127) fluctuations in the seaborne transportation industry, including fluctuations in  the charter  rates

and utilization of vessels in the LNG carrier  market;

(cid:127) fluctuations in supply of and demand for  LNG;

(cid:127) mergers and strategic alliances in the shipping industry;

(cid:127) changes in governmental regulations or  maritime  self-regulatory organizations  standards;

(cid:127) shortfalls in our operating results from  levels forecasted  by securities  analysts;

39

(cid:127) announcements  concerning us or our competitors or  other  MLPs;

(cid:127) the failure of securities analysts to publish research about us,  or analysts making  changes in their

financial estimates;

(cid:127) general economic conditions including fluctuations  in interest rates;

(cid:127) terrorist acts;

(cid:127) future  sales of our units or other securities, including  sales under our ATM Programme;

(cid:127) investors’ perceptions of us, the LNG market, the LNG  shipping industry and  the energy

industry more broadly;

(cid:127) significant cash redemptions from  funds invested in the MLP sector;

(cid:127) inclusion or exclusion of our units in equity market indices and exchange  traded funds;

(cid:127) the general state of the securities markets; and

(cid:127) other developments affecting us, our industry or our competitors.

Securities markets worldwide are experiencing price and volume fluctuations. The market price  for

our  common units may also be volatile.  This  market  volatility,  as well  as general economic, market or
political conditions, could reduce the market price  of  our common units despite our operating
performance.

Common unitholders have limited voting rights, and our partnership  agreement restricts  the voting  rights  of
unitholders owning more than 4.9% of  our common units.

Unlike the holders of common stock in  a corporation,  holders of common units  have only limited

voting rights on matters affecting our business. We will hold a  meeting of the limited partners every
year to elect one or more members of  our  board  of  directors and to vote on any  other matters  that  are
properly  brought  before  the  meeting.  Our  general  partner  has  appointed  three  of  our  five  directors  and
the common unitholders elected the  remaining  two directors. Four of our  directors meet  the
independence standards of the NYSE, and two of the four also qualify  as independent of GasLog
under our partnership agreement, so  as to be eligible for membership  on  our conflicts  committee. If
our  general partner exercises its right to transfer the power to elect a majority of our directors to the
common unitholders, an additional director  will  thereafter be elected by our common unitholders. Our
general partner may exercise this right  in  order  to  permit us  to  claim,  or  continue to claim, an
exemption from U.S. federal income  tax under Section 883 of the U.S. Internal Revenue  Code  of 1986,
as amended, or the ‘‘Code’’. See ‘‘Item 4.  Information on  the Partnership—B. Business Overview—
Taxation of the Partnership’’.

The partnership agreement also contains provisions limiting the  ability of common unitholders to
call meetings or to acquire information  about  our  operations, as well as other provisions  limiting the
common unitholders’ ability to influence  the manner or  direction  of management. Unitholders have no
right to elect our general partner, and our  general partner may  not  be  removed except by a vote of  the
holders  of at least 662⁄3% of the outstanding common units, including any units owned by our general
partner and its affiliates, voting together as  a single  class.

Our partnership agreement further restricts unitholders’ voting rights by  providing that if any

person or group owns beneficially more  than 4.9% of any class or series of units (other  than the
Preference Units) then outstanding, any such units owned by  that person or group  in excess of 4.9%
may not be voted on any matter and will not be considered to be outstanding when sending  notices  of
a meeting of limited partners, calculating  required votes (except for purposes of nominating a  person

40

for election to our board of directors),  determining  the presence of a quorum or for other similar
purposes, unless required by law.

Effectively, this means that the voting rights of any common unitholders not entitled  to  vote  on a

specific  matter will be redistributed pro  rata among the other common  unitholders. Our  general
partner, its affiliates and persons who acquired common units with the  prior approval of our board of
directors will not be subject to the 4.9% limitation, except  with respect to  voting their common units in
the election of the elected directors.

GasLog and our general partner own a  controlling  interest in us  and  have  conflicts  of  interest and limited
fiduciary and contractual duties to us and our unitholders, which may permit them to favor their own
interests to your detriment.

GasLog  currently  owns  partnership  units  representing  a  35.3%  partnership  interest,  including  a
2.0% general partner interest in us, and  owns  and controls  our general partner. In addition, our general
partner has the right to appoint three  of  five, or  a majority, of our directors. Certain of  our directors
and officers are directors and officers  of GasLog or  its affiliates,  and,  as such, they have fiduciary
duties to GasLog or its affiliates that  may  cause  them to pursue  business strategies that
disproportionately benefit GasLog or  its  affiliates  or which  otherwise are  not  in the best  interests  of us
or our unitholders. Conflicts of interest  may arise between  GasLog  and its affiliates (including our
general partner), on the one hand, and  us and our  unitholders, on the  other hand.  As a result of these
conflicts, our general partner and its  affiliates may  favor their  own interests over  the interests of our
unitholders. See ‘‘—Our partnership agreement limits our general partner’s and our directors’  fiduciary
duties to our unitholders and restricts  the remedies available to unitholders  for actions  taken by our
general partner or our directors’’. These  conflicts  include,  among others, the following situations:

(cid:127) neither our partnership agreement nor any other agreement  requires our general  partner or
GasLog or its affiliates to pursue a business strategy that favors  us or utilizes our assets, and
GasLog’s officers and directors have a fiduciary duty to make decisions  in the  best interests of
the shareholders of GasLog, which may be contrary to our interests;

(cid:127) our partnership agreement permits our general partner to make a number of decisions  in its

individual capacity, as opposed to in its capacity as our general partner. Specifically, our general
partner will be considered to be acting in  its  individual capacity if it exercises its call right,
pre-emptive rights  or registration rights,  consents or withholds consent to any merger or
consolidation of the partnership, appoints any directors or  votes for  the election of any director,
votes or refrains from voting on amendments to our  partnership agreement that require  a vote
of the outstanding units, voluntarily withdraws from the partnership, transfers (to  the extent
permitted under our partnership agreement) or refrains from transferring its units  or general
partner interest or votes upon the dissolution of the partnership;

(cid:127) under our partnership agreement,  as permitted  under Marshall Islands law, our general partner
and our directors have limited fiduciary duties. The  partnership agreement also restricts the
remedies available to our unitholders;  as a result of purchasing  units, unitholders are  treated as
having agreed to the modified standard of fiduciary duties and  to  certain  actions that may be
taken by our general partner and our directors,  all as set forth  in the partnership  agreement;

(cid:127) our general partner is entitled to reimbursement  of all reasonable costs incurred by it and its

affiliates for our benefit;

(cid:127) our partnership agreement does not restrict us  from paying our general partner or its affiliates

for any services rendered to us on terms that are fair and  reasonable or entering  into  additional
contractual arrangements with any of these entities on  our behalf;

41

(cid:127) our general partner may exercise its  right to call and purchase our common units if  it and its

affiliates own more than 80% of our  common units; and

(cid:127) our general partner is not obligated  to  obtain a fairness opinion  regarding the  value of the

common units to be repurchased by it  upon the  exercise of its limited call right.

Even if our general partner relinquishes the  power  to  elect one director to  the common

unitholders, so that they will elect a majority of our directors, our  general partner  will  have substantial
influence on decisions made by our board  of directors.  See ‘‘Item  7. Major Unitholders and  Related
Party Transactions—B. Related Party Transactions’’.

Our officers face conflicts in the allocation  of their time to our business.

Our officers are all employed by GasLog  or its applicable  affiliate and are performing executive
officer functions for us pursuant to the  administrative services agreement. Our officers are  not  required
to work full-time on our affairs and also  perform  services for  affiliates  of our general  partner  (including
GasLog). As a result, there could be material competition for the time and effort of our officers who
also provide services to our general partner’s  affiliates,  which could have  a material adverse effect on
our  business, results of operations and financial condition. See ‘‘Item 6.  Directors, Senior Management
and Employees’’.

The  Merger  Agreement  between  GasLog  and  GEPIF  pursuant  to  the  Transaction  could  create  uncertainty  over
the future management and direction of the  Partnership  and could adversely impact  the Partnership and  our
unitholders.

The Merger Agreement limits GasLog’s ability to take certain actions with respect  to  the

Partnership without the consent of GEPIF, and  requires GasLog  to  use commercially reasonable efforts
to carry on its business in all material respects  in the ordinary course  of business, including with respect
to the Partnership. These restrictions  applicable to GasLog may prevent GasLog from making
appropriate  business  changes  with  respect  to  the  Partnership  or  pursuing  attractive  business
opportunities for the Partnership that may arise prior to the completion of the Transaction, which  may
have an adverse effect on our business,  operations, financial results  and share price.

In addition, after the completion of the  Transaction, there  could be disagreement among major
shareholders of GasLog, including the Rolling  Shareholders and GEPIF, with respect to the  short- and
long-term management, direction and  strategy of the Partnership.  Because GasLog  has the right  to
appoint  three  of  five,  or  a  majority,  of  our  directors  and  officers,  any  such  disagreements  with  respect
to the Partnership’s strategic direction may have an adverse  effect on our  business,  operations,  financial
results  and  share  price.

Furthermore, if GasLog completes its  merger  with GEPIF,  GasLog  will no longer be a public

company  and  may  have  limited  reporting  obligations,  if  any,  which  could  adversely  impact  our
unitholders’ ability to assess the management and direction of the Partnership, which may have a
negative effect on our share price.

Our partnership agreement limits our general partner’s and our directors’  fiduciary duties to our unitholders
and restricts the remedies available to unitholders for actions taken by our general partner or  our  directors.

Under the partnership agreement, our general  partner has delegated to our board  of directors  the

authority to oversee and direct our operations, management and policies  on an  exclusive  basis, and
such delegation will be binding on any successor general partner of the partnership. Our  partnership

42

agreement also contains provisions that reduce the  standards to which  our general partner and
directors would otherwise be held by  Marshall Islands  law.  For example,  our  partnership agreement:

(cid:127) permits our general partner to make a  number of  decisions in its  individual capacity, as opposed
to in its capacity as our general partner. Where  our  partnership agreement  permits,  our general
partner may consider only the interests and factors that it desires, and in such cases, it  has no
fiduciary duty or obligation to give any consideration to any interest of,  or  factors affecting,  us,
our  affiliates or our unitholders. Decisions made by  our  general  partner in its individual capacity
will be made by its sole owner, GasLog. Specifically, pursuant to our partnership agreement,  our
general partner will be considered to be acting in its individual  capacity if  it exercises  its  call
right, pre-emptive rights or registration  rights, consents or  withholds consent to any  merger or
consolidation of the partnership, appoints any directors or  votes for  the election of any director,
votes or refrains from voting on amendments to our  partnership agreement that require  a vote
of the outstanding units, voluntarily withdraws from the partnership, transfers (to  the extent
permitted under our partnership agreement) or refrains from transferring its units  or general
partner interest or votes upon the dissolution of the partnership;

(cid:127) provides that our general partner and our  directors are entitled to make other decisions  in

‘‘good faith’’ if they reasonably believe  that the decision is  in our best interests;

(cid:127) generally provides that transactions with our affiliates and resolutions of conflicts  of interest  not

approved by the conflicts committee  of  our board of directors  and not involving  a vote of
unitholders must be on terms no less  favorable to us than those generally being provided to or
available from unrelated third parties or  be  ‘‘fair and reasonable’’ to us and that, in determining
whether a transaction or resolution is  ‘‘fair and reasonable’’, our board  of directors may consider
the totality of the relationships between the parties involved,  including other transactions  that
may be particularly advantageous or  beneficial to us; and

(cid:127) provides that neither our general partner nor  our  officers or  directors will be liable  for monetary
damages to us, our limited partners or  assignees for any acts or omissions, unless  there has been
a final  and non-appealable judgment entered by a  court of competent jurisdiction determining
that our general partner or our officers or directors or  those other  persons engaged  in actual
fraud or willful misconduct.

In order to become a limited partner of  our  partnership, a unitholder is  required  to  agree  to  be

bound by the provisions in the partnership  agreement, including the provisions discussed above.

Fees and cost reimbursements, which GasLog or its applicable affiliate will  determine for  services  provided to
us and our subsidiaries, will be substantial, may be  higher for  future periods  than reflected in our results  of
operations for the year ended December  31, 2020, will be  payable  regardless of  our  profitability and will
reduce our cash available for distribution  to  our unitholders.

Pursuant to the ship management agreements, our subsidiaries pay fees for technical and  vessel
management services provided to them by  GasLog LNG  Services, and reimburse GasLog LNG  Services
for all expenses incurred on their behalf. These fees and expenses include all costs  and expenses
incurred in providing the crew and technical management  of  the vessels in  our fleet  to  our subsidiaries.
In addition, our operating subsidiaries pay GasLog LNG Services a fixed management fee for costs  and
expenses incurred in connection with  providing these services to our operating  subsidiaries.

Pursuant to an administrative services agreement,  GasLog provides  us with certain administrative

services. We pay a fixed fee to GasLog for  its  reasonable costs  and expenses incurred in connection
with the provision of the services under the administrative  services agreement.

43

Pursuant to the commercial management agreements, GasLog LNG Services provides us with
commercial management services. We pay to GasLog a fixed commercial  management fee in U.S.
dollars for costs and expenses incurred  in  connection  with providing services.

For a  description of the ship management  agreements, commercial management agreements and

the administrative services agreement,  see  ‘‘Item  7. Major Unitholders and  Related Party
Transactions—B. Related Party Transactions’’. The aggregate fees and  expenses payable  for services
under the ship management agreements, commercial management agreements  and administrative
services agreement for the year ended December 31, 2020 were  $7.7 million, $5.4 million and
$7.8 million, respectively. Additionally,  these fees and expenses will  be  payable without  regard to our
business, results of operation and financial condition. The payment of fees to and the reimbursement of
expenses of GasLog or its applicable affiliate, including  GasLog  LNG Services,  could  adversely affect
our  ability to pay cash distributions to  our unitholders.

Our partnership agreement contains provisions that may have the effect  of discouraging  a person  or group
from  attempting to remove our current management or our general partner and,  even if public  unitholders are
dissatisfied, it will be difficult for them  to  remove  our  general  partner without  GasLog’s  consent, all  of  which
could diminish the trading price of our common units and Preference Units.

Our partnership agreement contains provisions that  may  have the effect  of  discouraging a  person

or group from attempting to remove our current  management or  our general partner.

(cid:127) It is difficult for unitholders to remove our general partner  without  its consent.  The  vote  of the
holders of at least 662⁄3% of all outstanding common units, including any units owned by our
general partner and its affiliates, voting together as a  single class is  required to remove  the
general partner. As of February 25, 2021, GasLog owns  31.1% of our outstanding common  units.
Common unitholders are entitled to  elect only two of the five members of  our board of
directors. Our general partner, by virtue of its general partner  interest, in its sole discretion,
appoints the remaining directors (subject  to  its  right to transfer the power to elect a  majority of
our  directors to the common unitholders).

(cid:127) The election of the directors by common unitholders is staggered, meaning that the members  of

only one of two classes of our elected directors will be selected each year. In addition, the
directors appointed by our general partner will serve for  terms determined by our general
partner.

(cid:127) Our partnership agreement contains provisions limiting the  ability of common unitholders  to  call
meetings of unitholders, to nominate directors and to acquire information about our operations
as well as other provisions limiting the unitholders’  ability to influence  the manner  or direction
of management.

(cid:127) Unitholders’ voting rights are further restricted by the  partnership agreement provision providing

that if any person or group owns beneficially  more than 4.9% of any class or series of units
(other than the Preference Units) then outstanding,  any  such units  owned by that person or
group in excess of 4.9% may not be voted on any matter and will  not  be  considered to be
outstanding when sending notices of  a meeting of limited partners, calculating required  votes
(except for purposes of nominating a person for  election to our  board  of  directors), determining
the presence of a quorum or for other similar  purposes, unless  required by law. Effectively, this
means that the voting rights of any such common unitholders  in excess of 4.9% will be
redistributed pro rata among the other common  unitholders holding less  than 4.9%  of the voting
power  of all classes of units entitled to vote. Our general partner, its affiliates and persons who
acquired common units with the prior  approval of our board of directors will not be subject to
this  4.9% limitation, except with respect to voting their  common units  in the election of the
elected directors.

44

(cid:127) There  are no restrictions in our partnership  agreement on  our ability to issue  equity securities.

The effect of these provisions may be to diminish  the price at  which the  common units and

Preference Units will trade.

We are subject to certain risks with respect to our  relationship  with GasLog, and failure of GasLog to  comply
with certain of its financial covenants under  its debt instruments could, among other things, result in a
default  under  the  loan  facilities  related  to  four  of  our  vessels,  which  could  have  a  material  adverse  effect  on
our  business,  financial  condition,  results  of  operations  and  cash  flows.

Any default by GasLog under its corporate  guarantees  could  result in  a  default under the loan

facility related to the GasLog Greece, the GasLog  Geneva, the GasLog Gibraltar, and the GasLog
Glasgow. In  the  event  of  such  a  default,  the  lenders  in  the  facility  could  terminate  their  commitments  to
lend and/or accelerate the outstanding loans and  declare all amounts borrowed  due  and payable. If our
lenders were to foreclose on our vessels  in the  event of such  a default,  this  may adversely affect  our
ability  to  finance  future  operations  or  capital  needs  or  to  engage,  expand  or  pursue  our  business
activities. If any of these events occur, we cannot  guarantee  that our  assets will be sufficient to repay  in
full  all  of  our  outstanding  indebtedness,  and  we  may  be  unable  to  find  alternative  financing.  Even  if  we
could  obtain  alternative  financing,  such  financing  might  not  be  on  terms  that  are  favorable  or
acceptable. Any of these events would  adversely  affect our ability to make distributions  to  our
unitholders and could cause a decline  in  the market price of our common units  and Preference  Units.

We may  have difficulty obtaining consents  that are necessary to acquire vessels  with an existing charter or a
financing agreement.

Under  the  omnibus  agreement,  we  have  certain  options  to  acquire  vessels  with  existing  charters

from GasLog. The omnibus agreement provides that our ability to consummate  the acquisition of any
such vessels from GasLog will be subject to obtaining all relevant consents including  the consent of the
existing charterers, lenders, governmental  authorities and other non-affiliated third parties to those
agreements. While GasLog will be obligated to use reasonable efforts to obtain  any such consents, we
cannot assure you that in any particular  case  the necessary consent will be obtained from the required
parties.

We are a holding company and we depend  on the ability of our subsidiaries to  distribute funds  to us  in  order
to satisfy our financial obligations and  to  make  distributions to unitholders.

We  are  a  holding  company.  Our  subsidiaries  conduct  all  of  our  operations  and  own  all  of  our

operating assets, including our ships. We  have no significant  assets other than the equity interests in
our  subsidiaries. As a result, our ability to  pay our obligations and to make distributions to unitholders
depends entirely on our subsidiaries and  their  ability to distribute funds to us. The  ability  of a
subsidiary  to  make  these  distributions  could  be  affected  by  a  claim  or  other  action  by  a  third  party,
including a creditor, or by the law of  its jurisdiction of incorporation which  regulates the  payment of
distributions. If we are unable to obtain  funds from our  subsidiaries, our  board of directors may
exercise its discretion not to make distributions to unitholders.

The control of our general partner may be  transferred to  a third party without unitholder  consent.

Our general partner may transfer its  general partner interest to a third party  in a merger or  in a

sale of all or substantially all of its assets without the consent of the unitholders. In addition, our
partnership agreement does not restrict the ability of the  members  of  our general  partner from
transferring their respective membership  interests  in our general partner to a third party.

45

Substantial future sales of our common  units in  the  public  market could cause  the price  of our common units
to fall.

We  have granted registration rights to  GasLog and certain  of its  affiliates. These  unitholders have

the right, subject to some conditions, to require us to file  registration statements covering  any of our
common or other equity securities owned  by  them or  to  include  those securities in registration
statements that we may file for ourselves or  other unitholders. As  of  February 25, 2021,  GasLog  owns
14,791,602 common units and 2,075,000 Class B units (of which 415,000 are  Class B-2 units,  415,000
are Class  B-3 units, 415,000 are Class  B-4 units, 415,000 are Class  B-5 units and 415,000  are Class B-6
units). The Class B units will convert  to  common  units at a rate of 415,000  per  year between  2021 and
2025. Following their registration and  sale under the applicable registration statement, those securities
will become freely tradable. By exercising their registration  rights and selling  a large number of
common units or other securities, these unitholders could  cause the  price of our common units to
decline.

We may  issue additional equity securities, including securities senior to the common units, without the
approval of our common unitholders, which  would  dilute  the  ownership interests of the  common  unitholders.

We  may, without the approval of our common unitholders, issue  an unlimited number  of additional

units or other equity securities. In addition, we may issue an unlimited number  of  units that are  senior
to the common units in right of distribution, liquidation and  voting. For  example  on June 30, 2019, we
issued 2,532,911 common units and 2,490,000 Class  B units to GasLog in exchange for  GasLog’s IDRs.
Refer to ‘‘Item 5. Operating and Financial Review  and Prospects—B. Liquidity  and Capital Resources’’.

On May 16, 2017, the Partnership commenced its  ATM Programme under which we may, from
time to time, raise equity through the issuance  and sale of new common units.  Following an increase  in
the size of the ATM Programme completed on November 3, 2017,  we can issue  up to $144.0 million in
new common units. As of February 25, 2021 5,291,304 common  units have been issued through the
ATM Programme.

No issuances of common units were  made under  the ATM Programme  in 2020. Since the

commencement of the ATM Programme through  December 31,  2020, GasLog  Partners has  issued and
received payment for a total of 5,291,304  common units, with cumulative  gross proceeds of
$123.4 million at a weighted average  price  of  $23.33 per unit  and  net  proceeds of  $121.2 million. In
connection with the issuance of common  units under the ATM  Programme  during  this  period, the
Partnership also issued 107,987 general partner units  to  its general partner. The net  proceeds from  the
issuance of the general partner units  were $2.5  million. The  issuance  by us  of  additional common  units
or other  equity securities of equal or senior  rank  will have the following effects:

(cid:127) our common unitholders’ proportionate economic ownership  interest in  us will  decrease;

(cid:127) the amount of cash available for distribution on each common unit  may decrease;

(cid:127) the relative voting strength of each  previously outstanding common  unit may be diminished;

(cid:127) we may not be able to pay our distributions to common unitholders  if we have failed to pay the

distributions on our Preference Units; and

(cid:127) the market price of the common units  may  decline.

The Preference Units are senior to the  common  units and as such  receive priority over  the

common units in distributions and liquidation.

46

Our general partner has a limited call  right that may require  you to sell your common units  at  an  undesirable
time or price.

If at any time our general partner and  its  affiliates  own more than 80% of  the common units,  our

general partner will have the right, which  it may assign to any of its affiliates or  to  us, but not the
obligation, to acquire all, but not less  than all,  of  the common units held by unaffiliated persons at a
price not less than the then-current market price  of our common units.  Our general partner  is not
obligated to obtain a fairness opinion regarding the  value of the common units  to  be  repurchased by it
upon the exercise of this limited call right. As a  result, you  may be required to sell  your common units
at an undesirable time or price and may  not receive  any return  on your  investment. You may  also incur
a tax  liability upon a sale of your common units.  GasLog,  which owns  and  controls our general  partner,
owns 31.1% of our outstanding common units as of February 25, 2021.

You may not have limited liability if a court  finds that unitholder action constitutes control  of our business.

As a limited partner in a partnership  organized  under the laws of  the Marshall  Islands, you could

be held liable for our obligations to the same extent as a general partner  if you  participate in the
‘‘control’’ of our business. Our general  partner  generally  has unlimited liability for  the obligations of
the partnership, such as its debts and environmental  liabilities, except for those contractual obligations
of the partnership that are expressly  made without recourse  to  our general  partner.  In addition, the
limitations on the liability of holders of  limited partner interests for  the obligations of  a limited
partnership have not been clearly established in some jurisdictions in which  we do business.

We can  borrow money to pay distributions, which would reduce the amount of  credit  available  to operate our
business.

Our partnership agreement allows us to make working capital borrowings to pay distributions.
Accordingly, if we have available borrowing capacity, we can  make distributions on  all  our units even
though cash generated by our operations  may not be sufficient to pay such  distributions. Any working
capital borrowings by us to make distributions will  reduce the amount of working capital borrowings  we
can make for operating our business.  For more information, see ‘‘Item 5. Operating and Financial
Review and Prospects—B. Liquidity and  Capital Resources—Credit Facilities’’.

Increases in interest rates may cause the market price of our  common units to  decline.

An increase in interest rates may cause a corresponding decline  in demand for equity investments

in general, and in  particular for yield-based equity investments such  as our common units.  Any  such
increase in interest rates or reduction in demand for our common units  resulting from other relatively
more attractive investment opportunities  may cause the trading price  of  our common units  to  decline.

We are a ‘‘foreign private issuer’’ under  NYSE rules,  and  as  such we are entitled to exemption from certain
NYSE corporate governance standards,  and you may  not  have the same protections afforded to unitholders of
similarly organized  limited partnerships  that are subject to  all of  the NYSE corporate governance
requirements.

We  are a ‘‘foreign private issuer’’ under the securities laws of the United States and the rules of

the NYSE. Under the securities laws  of  the United States, ‘‘foreign private issuers’’ are subject  to
different disclosure requirements than U.S. domiciled  registrants, as well  as different financial  reporting
requirements. Under the NYSE rules, a  ‘‘foreign  private issuer’’ is subject  to  less  stringent corporate
governance requirements. Subject to  certain  exceptions, the rules of the  NYSE permit a ‘‘foreign
private  issuer’’ to follow its home country practice  in lieu of the listing  requirements of the  NYSE,
including (i) the requirement that a majority of the board of directors consists of independent  directors

47

and (ii) the requirement that a compensation  committee to a nominating/corporate governance
committee can be established.

Accordingly, in the future you may not have  the same protections afforded to unitholders of
similarly organized limited partnerships  that  are subject to all  of  the NYSE  corporate governance
requirements.

Unitholders may have liability to repay  distributions.

Under some circumstances, unitholders may have to repay  amounts wrongfully returned or
distributed to them. Under the Marshall Islands  Limited  Partnership Act, or  the ‘‘Marshall Islands
Act’’, we may not make a distribution  to  you if the  distribution would cause our liabilities to exceed the
fair value of our assets. Marshall Islands law provides  that for a period of three years from  the date of
the impermissible distribution, limited partners who received  the  distribution and who knew at the time
of the distribution that it violated Marshall  Islands law will be liable to the  limited partnership for the
distribution amount. Assignees who become substituted  limited partners are liable for  the obligations of
the assignor to make contributions to the  partnership  that are  known  to  the assignee at the time it
became a limited partner and for unknown  obligations if the liabilities could be determined  from the
partnership agreement. Liabilities to  partners  on account  of  their  partnership interest and liabilities that
are non-recourse to the partnership are  not  counted  for purposes of determining whether a  distribution
is permitted.

Our Preference Units are subordinated  to our debt  obligations and  investors’  interests  could be diluted by  the
issuance of additional preference units and  by other  transactions.

Our Preference Units are subordinated  to  all of our  existing and future indebtedness. As of
December 31, 2020, we had an aggregate of $1,285.5  million  of outstanding indebtedness. Our  existing
indebtedness  restricts, and our future  indebtedness may include  restrictions  on, our ability to pay
distributions to unitholders. Our partnership  agreement authorizes the  issue of an  unlimited number of
preference units in one or more class of units.  The issuance of additional  preference  units on a parity
with or senior to our Preference Units would dilute the  interests of the holders of our Preference
Units, and any issuance of preference  units  senior to or on  a  parity with  our  Preference  Units or  of
additional indebtedness could affect our  ability to pay  distributions on,  redeem or pay  the liquidation
preference on our Preference Units.  No provisions  relating to our Preference Units protect the holders
of our Preference Units in the event  of  a highly leveraged  or  other  transaction, including the sale, lease
or conveyance of all or substantially all our assets or  business, which might adversely  affect the holders
of our Preference Units.

Each  series of our Preference Units ranks pari  passu with any other  class  or series of units

established after the original issue date of such  series  that is not expressly subordinated or  senior to the
Preference Units as to the payment of  distributions and  amounts  payable upon liquidation or
reorganization. If less than all distributions  payable with respect to a  series of Preference  Units and any
parity securities are paid, any partial payment shall be made pro  rata  with respect to such Preference
Units and any parity securities entitled  to  a  distribution payment at such time in  proportion to the
aggregate amounts remaining due in  respect of such units  at such time.

Holders of our Preference Units have extremely limited  voting rights.

Holders of the Preference Units generally have no voting  rights. However, if and  whenever
distributions payable on a series of Preference Units are in arrears for six or  more quarterly periods,
whether or not consecutive, holders of such series  of  Preference Units  (voting together as  a class  with
all other classes or series of parity securities  upon which like voting rights  have been conferred  and are
exercisable) will be entitled to elect one additional  director to serve  on  our board of directors, and the

48

size of our board of directors will be  increased as needed to accommodate such change (unless  the size
of our board of directors already has  been  increased by reason of  the  election of a director by holders
of parity securities upon which like voting  rights have been  conferred and with which the Preference
Units voted as a class for the election  of such director). The right of such holders of Preference  Units
to elect a member of our board of directors will continue until  such time  as all accumulated and
unpaid  distributions on the applicable  series of Preference Units have been  paid in full.

The Preference Units represent perpetual  equity interests and holders have no right to receive  any  greater
payment than the liquidation preference  regardless of the circumstances.

The Preference Units represent perpetual  equity interests in us  and, unlike our indebtedness,  will
not give rise to a claim for payment of  a  principal amount at  a particular date. As  a result, holders  of
the Preference Units may be required to bear  the financial risks  of an investment  in the Preference
Units for an indefinite period of time.  In addition, the Preference Units rank junior to all our
indebtedness  and other liabilities, and any other senior  securities we may issue in the  future with
respect to assets available to satisfy claims against us.

The payment due to a holder of any of our Series  A Preference Units, Series  B Preference Units

or Series C Preference Units upon a  liquidation is fixed at  the redemption preference of $25.00 per
unit plus accumulated and unpaid distributions to the date of liquidation. If, in the case of our
liquidation, there are remaining assets to be distributed after payment of this amount, holders of
Preference Units will have no right to  receive or to participate in these amounts. Furthermore, if the
market price for Preference Units is  greater than the liquidation preference, holders of  Preference
Units will have no right to receive the  market  price from us upon our liquidation.

In 2020, we reduced our quarterly cash  distribution  rate on our common units  to $0.01  per common unit
with effect from the third quarter 2020. In  light of  the  Partnership’s capital allocation strategy, we do  not
expect  to accumulate significant amounts of cash, which may  limit the  cash available to make distributions  on
the Preference Units.

Subject to the limitations in our partnership agreement,  we  distribute all of our available cash  each

quarter to our limited partners. Even  though our  partnership agreement  states we distribute  all
available  cash,  since  the  third quarter  2020  we  have  only  distributed  $0.01  per  common  unit  whilst  we
focus on preserving liquidity. ‘‘Available  cash’’ is defined  in our partnership  agreement, and  it generally
means, for each fiscal quarter, all cash on  hand at the end of the quarter (including  our proportionate
share of cash on hand of certain subsidiaries we  do not wholly own):

(cid:127) less the amount of cash reserves (including our proportionate  share of  cash reserves of certain

subsidiaries we do not wholly own) established by the  board  of  directors to:

(cid:127) provide for the proper conduct of our  business (including reserves for future capital

expenditures and for our anticipated  credit needs);

(cid:127) comply with applicable law, any debt  instruments, or  other agreements;

(cid:127) provide funds for payments to holders  of Preference Units; and/or

(cid:127) provide funds for distributions to our limited partners and to our general partner for  any

one or more of the next four quarters;

(cid:127) plus all cash on hand (including our  proportionate share  of  cash  on hand of certain subsidiaries
we do not wholly own) on the date of determination of available cash for the quarter resulting
from working capital borrowings made after the  end of the quarter.  Working capital borrowings
are generally borrowings that are made  under our credit agreements  and  in all cases are used
solely for working capital purposes or  to  pay distributions to  partners.

49

As a result, we do not expect to accumulate significant  amounts of cash.

The Preference Units have not been rated,  and  ratings of  any other of our  securities may  affect the  trading
price of  the Preference Units.

We  have not sought to obtain a rating for any  series of Preference  Units, and the units may never

be rated. It is possible, however, that  one or more rating agencies might independently determine to
assign a rating to the Series A, Series  B  or Series C  Preference  Units  or  that  we may  elect  to  obtain  a
rating of our Series A, Series B or Series  C Preference Units  in the  future. In addition, we  may elect to
issue other securities for which we may  seek to obtain  a rating. If  any ratings are  assigned to a series  of
Preference Units in the future or if we  issue other securities with  a  rating, such ratings, if they are
lower than market expectations or are subsequently  lowered or withdrawn,  or if ratings for such other
securities would imply a lower relative value  for the  Preference Units,  could adversely affect  the market
for, or the market value of, the Preference Units.  Ratings only reflect the views of the issuing  rating
agency or agencies and such ratings could  at  any  time be revised downward or withdrawn  entirely at
the discretion of the issuing rating agency. A rating is not a recommendation to purchase, sell or hold
any particular security, including the Preference Units. Ratings do not reflect market prices or
suitability of a security for a particular  investor and  any  future rating  of  either the Series A,  Series B or
Series C Preference Units may not reflect  all risks related to us  and our  business,  or the structure  or
market value  of the Preference Units.

Market interest rates may adversely affect  the value of our Preference  Units.

One  of the factors that will influence the  price of our Preference  Units  will be the  distribution

yield on the Preference Units (as a percentage  of  the price of our Series A,  Series B or  Series C
Preference Units, as applicable) relative  to  market  interest rates.  An increase in  market  interest rates
may lead prospective purchasers of our  Preference Units to expect  higher distribution  yields, and higher
interest rates would likely increase our  borrowing costs  and potentially decrease funds available for
distributions. Accordingly, higher market interest  rates  could cause the  market price of our Preference
Units to decrease.

The Preference Units are redeemable at  our option.

We  may, at our option, redeem all or, from  time to time, part  of the Series A Preference  Units on

or after June 15, 2027, the Series B Preference Units on or after  March 15, 2023 or the Series C
Preference Units on or after March 15, 2024.  If we redeem your Series A,  Series B  or Series C
Preference Units, you will be entitled to receive a redemption price equal  to  $25.00 per unit plus
accumulated and unpaid distributions to the  date of  redemption.  It is likely that we  would choose to
exercise our optional redemption right  only when prevailing  interest  rates  have declined, which would
adversely affect your ability to reinvest  your  proceeds from the redemption in a comparable investment
with an equal or greater yield to the  yield  on the applicable series of  Preference Units had such series
of Preference Units not been redeemed.  We may elect to exercise our partial redemption right on
multiple occasions.

The historical levels of three-month LIBOR  are  not an indication of  the future  levels of three-month LIBOR,
and the phasing out of LIBOR after 2023  may  adversely affect the value of and return  on our Preference
Units.

The distribution rates for the Series B Preference Units and  the  Series C Preference Units will  be

determined based on three-month LIBOR, from  and including March  15, 2023 and March 15, 2024,
respectively. The distribution rate for  the Series A Preference Units will be determined based on three-
month LIBOR from and including June  15, 2027. In the  past, the level of three-month LIBOR has
experienced significant fluctuations. Historical  levels, fluctuations and trends of three-month LIBOR

50

are not necessarily indicative of future  levels. Any historical upward  or  downward trend in three-month
LIBOR is not an indication that three-month  LIBOR is more or less likely to increase or  decrease at
any time during the floating rate period  for a  series of Preference  Units, and you should  not  take the
historical levels of three-month LIBOR  as  an indication of  its future performance.  Although the actual
three-month LIBOR on a distribution  payment  date or  at other  times during a distribution period  with
respect to a series of Preference Units  may be higher than  the three-month LIBOR on  the applicable
distribution determination date for such series, you will  not benefit from  the three-month LIBOR at
any time other than on the distribution determination date for such distribution period.  As a result,
changes in the three-month LIBOR may  not result  in a comparable change in the market value  of the
Series B Preference Units on or after  March 15, 2023,  the Series C  Preference Units on  or after
March 15, 2024 or the Series A Preference Units  on or  after June 15, 2027.

Upon discontinuance of the LIBOR  base rate, the appointed calculation agent will use a substitute

or successor base rate that it has determined  in its discretion, after consultation with the  Partnership,
and which is most comparable to the  LIBOR base rate. This may result in distribution payments
differing from expectations and could  materially affect the  value of such Preference Units.

We have  been organized as a limited partnership under the laws of the  Marshall Islands, which does not have
a well-developed body of partnership law.

We  are a partnership formed in the Republic of the Marshall Islands,  which does not have a
well-developed body of case law or bankruptcy  law  and,  as  a result,  unitholders have fewer rights and
protections under  Marshall Islands law than  under a typical jurisdiction  in the United States. As  such,
in the case of a bankruptcy of the Partnership, there may be a delay of  bankruptcy proceedings and the
ability of unitholders and creditors to  receive recovery  after a bankruptcy proceeding. Our  partnership
affairs are governed by our partnership agreement and by the Marshall Islands Act. The  provisions of
the Marshall Islands Act resemble provisions of the limited partnership laws of a number of states in
the United States, most notably Delaware. The  Marshall Islands  Act also  provides that it is  to  be
applied  and construed to make it uniform with the  Delaware Revised Uniform Partnership Act  and, so
long as it does not conflict with the Marshall Islands Act  or  decisions of the Marshall Islands courts,
interpreted according to the non-statutory law (or case law) of the State of Delaware. There have been,
however, few, if any, court cases in the  Marshall Islands interpreting the Marshall Islands Act,  in
contrast to Delaware, which has a well-developed body  of  case law interpreting its  limited partnership
statute. Accordingly, we cannot predict whether Marshall Islands courts would reach the same
conclusions as the  courts in Delaware. For  example, the rights of our  unitholders and the fiduciary
responsibilities of our general partner  under  Marshall  Islands law are not as  clearly  established as
under judicial precedent in existence  in  Delaware. As a  result, unitholders may  have more difficulty  in
protecting their interests in the face of  actions by our general partner and its  officers and  directors than
would unitholders of a similarly organized limited partnership  in the  United States.

Because we are organized under the laws of the Marshall Islands,  it may be difficult to serve  us with legal
process or enforce judgments against us,  our  directors or  our management.

We  are organized under the laws of the Marshall Islands and substantially all of our assets are
located outside of the United States.  In addition, our general partner is  a Marshall  Islands limited
liability company, our directors and officers generally are  or will be non-residents of the United States,
and all or a substantial portion of the  assets of these non-residents are located outside  the United
States. As a result, it may be difficult  or  impossible  for  you to bring an action against us or against
these individuals in the United States if  you  believe that your rights have  been infringed  under
securities laws or otherwise. Even if you are successful in  bringing an action  of this  kind, the laws of
the Marshall Islands and of other jurisdictions may prevent or restrict  you from  enforcing a judgment
against our assets or the assets of our general partner or our directors  or officers.

51

Our partnership agreement designates the  Court of Chancery of the State of Delaware as the sole and
exclusive forum, unless otherwise provided  for by Marshall Islands  law, for  certain litigation that  may be
initiated by our unitholders, which could limit our unitholders’ ability  to  obtain a favorable judicial  forum for
disputes with our general partner.

Our partnership agreement provides that, unless otherwise provided for by Marshall Islands law,

the Court of Chancery of the State of Delaware will be the  sole and  exclusive forum for any  claims
that:

(cid:127) arise out of or relate in any way to the  partnership agreement  (including any claims, suits  or

actions to interpret, apply or enforce the provisions of the  partnership agreement or  the duties,
obligations or liabilities among limited partners  or of limited partners to us, or  the rights or
powers of, or restrictions on, the limited partners or  us);

(cid:127) are brought in a derivative manner  on  our behalf;

(cid:127) assert  a claim of breach of a fiduciary duty owed  by any  director, officer or  other  employee of us

or our general partner, or owed by our general partner, to us or the limited partners;

(cid:127) assert  a claim arising pursuant to any provision  of the Marshall Islands Act; or

(cid:127) assert  a claim governed by the internal affairs doctrine regardless  of whether such claims,  suits,
actions or proceedings sound in contract, tort, fraud or otherwise, are based on common  law,
statutory, equitable, legal or other grounds, or are derivative  or  direct claims. Any person or
entity otherwise acquiring any interest in our common units  or Preference Units shall be deemed
to have notice of and to have consented to the  provisions described  above.  This forum selection
provision may limit our unitholders’ ability to obtain a judicial forum  that they find favorable  for
disputes with us or our directors, officers or other employees or unitholders.

Tax Risks

In addition to the following risk factors, you should read  ‘‘Item 10. Additional Information—E. Tax

Considerations’’ for a more complete  discussion of the  expected material U.S. federal and  non-U.S.
income tax considerations relating to us  and  the ownership and disposition of our common units and
Preference Units.

We may  be subject to taxes, which may reduce our cash  available  for distribution to  you.

We  and our subsidiaries may be subject to tax in the  jurisdictions  in which we  are organized  or

operate, reducing the amount of cash  available for distribution. In computing our tax  obligation in
these jurisdictions, we are required to  take  various tax accounting and reporting positions on matters
that are not entirely free from doubt  and  for which we have  not  received  rulings from the  governing
authorities. We cannot assure you that upon review  of  these positions  the  applicable  authorities  will
agree with our positions. A successful  challenge  by  a tax authority  could result in  additional tax
imposed on us or our subsidiaries, further reducing the cash available for distribution. In addition,
changes in our operations or ownership  could  result in  additional tax being imposed on us  or our
subsidiaries in jurisdictions in which operations are conducted. See ‘‘Item 4. Information on  the
Partnership—B. Business Overview—Taxation of the Partnership’’.

U.S. tax authorities could treat us as a ‘‘passive foreign  investment company’’  under  certain  circumstances,
which would have adverse U.S. federal income  tax  consequences to U.S.  unitholders.

A non-U.S. entity treated as a corporation  for U.S. federal income tax purposes will be treated as

a ‘‘passive foreign investment company’’, or ‘‘PFIC’’, for U.S. federal  income tax  purposes if at least
75.0% of its gross  income for any tax  year consists of ‘‘passive income’’ or at  least 50.0% of the  average

52

value of its assets produce, or are held  for  the production  of,  ‘‘passive income’’. For purposes of these
tests, ‘‘passive income’’ includes dividends,  interest, gains from the sale or exchange of investment
property and rents and royalties other  than rents and  royalties that  are  received from unrelated parties
in connection with the active conduct  of  a  trade or  business.  For  purposes of these tests,  income
derived from the performance of services does  not  constitute  ‘‘passive income’’. U.S.  unitholders of a
PFIC are subject to a disadvantageous U.S. federal income tax regime with respect to the  income
derived by the PFIC, the distributions  they receive  from the PFIC, and the gain,  if any, they derive
from the sale or other disposition of  their interests in  the PFIC.

Based on our past, current and projected methods of  operation, and an opinion of our U.S.

counsel, Cravath, Swaine & Moore LLP,  we believe that we will not be a  PFIC  for our current  tax year
and we expect that we will not be treated as a PFIC  for any future  tax  year. We have  received opinions
of our U.S. counsel in support of this position that conclude that the  income  our subsidiaries earn from
certain of our time-chartering activities  should not constitute passive  income  for purposes of
determining whether we are a PFIC. In addition,  we have represented  to  our  U.S. counsel  that  more
than 25.0% of our gross income for each of our  previous years arose  and  that  we expect that more
than 25.0% of our gross income for our  current and  each future  year will  arise from such
time-chartering activities, and more than  50.0% of  the average value of  our assets for  each  such year
was or will be held for the production  of such non-passive  income. Assuming the  composition  of our
income and assets is consistent with these expectations,  and assuming the accuracy of other
representations we have made to our  U.S.  counsel for purposes of their opinion, our U.S.  counsel  is of
the opinion that we should not be a PFIC for our current tax year  or  any  future year. This opinion is
based and its accuracy is conditioned on representations,  valuations and projections  provided by us
regarding our assets, income and charters to our U.S. counsel. While we believe these representations,
valuations and projections to be accurate, the shipping  market  is volatile and  no assurance  can be given
that they will continue to be accurate  at  any  time in  the future.

Moreover, there are legal uncertainties  involved in determining whether the income derived from

time-chartering activities constitutes rental  income  or income derived from  the performance of  services.
In Tidewater Inc. v. United States, 565 F.3d 299 (5th Cir. 2009), the United  States Court of Appeals for
the Fifth Circuit, or the ‘‘Fifth Circuit’’,  held  that income derived from certain  time-chartering activities
should be treated as rental income rather than services income for  purposes of  a provision of  the Code
relating to foreign sales corporations. In  that case,  the Fifth Circuit did  not address the definition of
passive income or the PFIC rules; however,  the reasoning of the case  could  have implications as to how
the income from a time charter would be classified under such rules. If the reasoning  of  this  case were
extended to the PFIC context, the gross  income  we derive or  are deemed to derive from  our
time-chartering activities may be treated  as rental  income,  and we would  likely be treated as a PFIC. In
published guidance, the Internal Revenue  Service,  or ‘‘IRS’’, stated that  it disagreed with  the holding in
Tidewater, and specified that time charters similar to those at  issue in  the case should be treated as
service contracts. We have not sought, and we do not expect to seek, an IRS  ruling on  the treatment of
income generated from our time-chartering activities, and the opinion of our counsel  is not binding on
the IRS or any court. As a result, the IRS or  a court  could disagree with  our position. No assurance
can be given that this result will not occur. In addition,  although we  intend  to  conduct  our affairs in  a
manner to avoid, to the extent possible, being  classified as a  PFIC with respect  to  any tax year, we
cannot assure you that the nature of  our  operations will not change in the  future, or  that  we will not be
a PFIC in the future. If the IRS were  to  find that we  are or have been a PFIC for any  tax year (and
regardless of whether we remain a PFIC  for any subsequent tax  year), our U.S. unitholders would  face
adverse U.S. federal income tax consequences. See ‘‘Item 10. Additional Information—E. Tax
Considerations—Material U.S. Federal  Income Tax Considerations—U.S. Federal Income Taxation  of
U.S. Holders—PFIC Status and Significant  Tax Consequences’’ for  a  more detailed discussion of the
U.S. federal income tax consequences  to  U.S. unitholders  if we are treated as a PFIC.

53

We may  have to pay tax on U.S.-source income, which will  reduce our cash  flow.

Under the Code, the U.S. source gross transportation income  of a  ship-owning or chartering

corporation, such as ourselves, is subject  to  a 4% U.S. federal income tax  without allowance for
deduction, unless that corporation qualifies for exemption from  tax under a tax treaty or  Section 883 of
the Code and the Treasury Regulations  promulgated  thereunder. U.S. source gross transportation
income consists of 50% of the gross shipping income that is attributable to transportation that begins
or ends, but that does not both begin and  end, in  the United  States.

We  do not expect to qualify for an exemption from such  U.S.  federal income tax under  a tax  treaty
nor do we expect to qualify for the exemption under Section 883 of the Code during  the 2021 tax year,
unless our general partner exercises the ‘‘GasLog option’’  described in ‘‘Item  4. Information on the
Partnership—B. Business Overview—Taxation of the Partnership—U.S. Taxation  of Shipping’’.  Even if
we do not qualify for such an exemption, we do  not  currently expect any  resulting  U.S. federal income
tax liability to be material or materially  reduce  the earnings available for  distribution to our
unitholders. For 2020, the U.S. source gross transportation tax  was $1.3 million. For  a more detailed
discussion, see the section entitled ‘‘Item 4. Information on the Partnership—B. Business  Overview—
Taxation of the Partnership—United States’’.

You may be subject to income tax in one or  more non-U.S. jurisdictions as a result of owning  our  common
units or Preference Units if, under the laws  of any such  jurisdiction, we are  considered to  be carrying on
business there. Such laws may require you  to file a tax return with,  and pay taxes  to, those jurisdictions.

We  intend to conduct our affairs and  cause each  of our subsidiaries  to  operate  its  business  in a
manner that minimizes income taxes imposed upon us and our  subsidiaries. Furthermore, we intend  to
conduct our affairs and cause each of  our subsidiaries to operate  its business in  a manner  that
minimizes the risk that unitholders may be treated as having a permanent establishment  or tax  presence
in a jurisdiction where we or our subsidiaries conduct activities simply by  virtue of their ownership of
our  common units or Preference Units. However, because we are organized  as a partnership,  there is a
risk in some jurisdictions that our activities or  the activities of our subsidiaries  may rise to the  level of a
tax presence that is attributed to our  unitholders for tax purposes. If you  are attributed  such a tax
presence in a jurisdiction, you may be  required  to  file a tax return with, and to pay tax in, that
jurisdiction based on your allocable share of our income. In addition, we may be required  to  obtain
information from you in the event a tax authority requires such information  to  submit a tax return. We
may be required to reduce distributions  to  you on account of  any tax withholding obligations imposed
upon us by that jurisdiction in respect  of  such allocation to you. The United States may not allow a  tax
credit for any foreign income taxes that you directly  or indirectly incur by virtue of an  investment in us.

ITEM 4.

INFORMATION ON THE PARTNERSHIP

A. History and Development of the  Partnership

GasLog Partners was formed on January  23, 2014 as a Marshall Islands limited partnership.
GasLog Partners and its subsidiaries are  primarily engaged  in the ownership,  operation and acquisition
of LNG carriers engaged in LNG transportation. The Partnership conducts its  operations  through its
vessel-owning subsidiaries and, as of  February  25, 2021, we have  a  fleet of 15  LNG carriers, including
ten  vessels  with  modern  TFDE  propulsion  technology  and  five  Steam  vessels.

On May 12, 2014, we completed our IPO  and our common units began  trading on the NYSE  on

May 7, 2014 under the ticker symbol  ‘‘GLOP’’. A  portion of the  proceeds of our IPO was paid as
partial consideration for GasLog’s contribution to us of  the interests in its subsidiaries which  owned the
GasLog Shanghai, the GasLog Santiago and the GasLog Sydney. Since the IPO we have completed
additional equity offerings as set forth  below, the proceeds of which have  been used (i) to partially

54

fund the acquisition of GasLog vessel owning subsidiaries, (ii) to pay down debt or (iii)  for general
corporate purposes:

Date Vessel Acquisition
Completed

April  1, 2019

April  26, 2018

Date of Equity Offering

Equity Offering

Principal Use of Proceeds

November 15, 2018 . . . . . . . . Preference equity
offering, Series C
Preference Units
January 17, 2018 . . . . . . . . . . Preference equity
offering, Series B
Preference Units
May 16, 2017 onwards . . . . . . Common equity

Acquisition of the
GasLog Glasgow

Acquisition of the
GasLog Gibraltar

Acquisition of the Solaris October  20, 2017

offering through our Acquisition of the
ATM Programme
May 15, 2017 . . . . . . . . . . . . Preference equity
offering, Series A
Preference Units

Methane Becki Anne
Acquisition of the
GasLog Geneva

January 27, 2017 . . . . . . . . . . Follow-on common

August 5, 2016 . . . . . . . . . . . Follow-on common

equity offering

equity offering

June 26, 2015 . . . . . . . . . . . . Follow-on common

equity offering

September 29, 2014 . . . . . . . . Follow-on common

equity offering

Acquisition of the
GasLog Greece
Acquisition of the
GasLog Seattle
Acquisition of the
Methane Alison Victoria,
Methane Shirley Elisabeth
and Methane Heather
Sally
Acquisition of the
Methane Rita Andrea and
Methane Jane Elizabeth

November 14, 2018

July  3, 2017

May 3, 2017

November 1,  2016

July 1,  2015

September 29,  2014

We  maintain our principal executive offices at  69 Akti Miaouli,  18537 Piraeus, Greece. Our

telephone number at that address is +30 210 459 1000.

We  are subject to the informational requirements of the Securities Exchange Act of 1934, as
amended (the ‘‘Exchange Act’’). In accordance with these  requirements, we file reports and  other
information as a foreign private issuer with the  SEC. You may obtain  copies of all or any part  of such
materials from the SEC upon payment  of  prescribed fees. You may also inspect reports and other
information regarding registrants, such as  us, that file  electronically with the SEC without charge at  a
website maintained by the SEC at http://www.sec.gov. These  documents  and  other important
information on our governance are posted on our website  and may  be  viewed at
http://www.gaslogmlp.com.

B. Business Overview

Overview

Since our IPO in May 2014, we have  been a growth-oriented limited partnership focused on
acquiring, owning and operating LNG carriers engaged in LNG transportation  under multi-year
charters,  growing our fleet from three  vessels  at the  time of  our IPO to 15  today, of  which ten have
TFDE propulsion technology and five  are  Steam vessels. However, our  cost of equity  capital has
remained elevated for a prolonged period  and has prohibited us  from raising, on acceptable  terms, the
capital required to continue growing  our  assets and our cash flows with  the last vessel acquisition
completed in April 2019. Since December 31, 2019,  a number of increasingly strong negative indicators
in the LNG shipping market, exacerbated  by the COVID-19 pandemic caused us to record  a non-cash

55

impairment loss against our five Steam vessels in the  year ended December 31,  2019 and  four of our
five Steam vessels in the year ended  December 31, 2020. In addition, the Partnership reduced its
quarterly common unit distribution to  $0.125 in the first quarter of 2020 from $0.561 per unit for  the
fourth quarter 2019, followed by a further  reduction  to  $0.01 per common unit beginning with the third
quarter of 2020. We are now focusing our  capital allocation  on debt repayment, prioritizing balance
sheet strength for 2021, in order to lower  our cash break-evens, reduce our cost of  capital and  further
enhance the Partnership’s competitive  positioning.

On November 10, 2020, we announced  our  intention to engage with an  independent advisor  to
assess its strategic alternatives. After a  comprehensive analysis  of  the Partnership’s corporate  structure,
assets, financial position, competitive  environment and  current and expected commercial market, we
have concluded that:

(cid:127) The Partnership will maintain its current corporate structure  with GasLog as its general partner;

(cid:127) The Partnership will continue to pursue an independent  commercial and  operational strategy of

owning,  operating, and acquiring LNG carriers; and

(cid:127) Strategy remains an ongoing focus of  our  board of  directors and we  are open to entertaining all
value-enhancing options for the business as we continue  to  reduce debt  and  enhance liquidity.

All of our vessels were contributed to us by, or acquired by us from, GasLog, which controls us
through its ownership of our general  partner. 12  of  our vessels have fixed charter terms, with an initial
duration of more than six months, expiring between June 2021  and  June 2026.  Seven of our vessels
currently operate under long-term time charters (defined  as charters with initial duration of more than
five years) with eight vessels trading in  the short-term spot market (defined as vessels  under contracts
with initial duration of less than five years).  On redelivery, the vessels will operate in the short-term
spot market unless we are able to secure  new  long-term time charters.  One  of  our  vessels  is chartered
to Gunvor under a term charter expiring  in November 2022 with  a  variable rate  of  hire indexed  to
broker estimates of LNG shipping spot  rates for vessels of the  same  class  and subject  to  minimum and
maximum rates of  hire. The charters on  three TFDE vessels will expire in 2021.

While spot rates for LNG carriers improved in 2018 and 2019  compared to prior years, the term

charter market for on-the-water vessels has not developed as expected, resulting in reduced
expectations for future vessel utilization  and earnings,  in particular for our Steam vessels after the
expiry of their multi-year charters with Shell. Furthermore, the difference between ship broker
estimates of the fair market values and  the carrying values  of our  Steam vessels has increased over
time. These factors caused the Partnership to recognize a non-cash impairment loss of $138.8  million in
the year ended December 31, 2019 for  its five Steam vessels built in 2006  and 2007  and a  non-cash
impairment loss of $23.9 million in the year  ended December  31, 2020 for four of its five  Steam vessels.

Since the formation of the Partnership and the contribution of the three initial vessels in our fleet,

we have grown our fleet and our cash flows through  the acquisition from GasLog  of  vessels with
multi-year charters. However, as a result  of the significant challenges facing the listed midstream energy
MLP industry, our cost of equity capital  has remained elevated for a prolonged period, making  the
funding of new acquisitions challenging.  As a result, while  we do have  options  and other rights under
which  we may acquire additional LNG  carriers from GasLog and which  provide us with  significant
built-in growth opportunities as described below,  our  high cost  of  capital  is not currently conducive  to
the funding of such acquisitions on acceptable terms.

We  believe that the actions taken to prioritize balance sheet strength and to lower  our  cash break-
evens, combined with our focus on securing new term  employment for our vessels whose charters have
expired or will expire in 2021 and 2022,  will reduce our cost of capital over time. As a  result, if we  are
able to raise new debt or equity capital on acceptable terms in  the future,  we intend to focus again on
incremental acquisitions from GasLog or  third parties in order to continue to grow our assets  and cash
flows. For further discussion of the risks  that we  face in  growing our assets and cash  flows,  please read
‘‘Item 3. Key Information—D. Risk Factors’’.

56

GasLog is, we believe, a leading independent international owner, operator  and manager of LNG
carriers which provides support to international  energy companies as part of their LNG logistics chain.
GasLog was founded by its chairman, Peter  G. Livanos, whose  family’s shipping  activities commenced
more than 100 years ago. On April 4, 2012, GasLog completed its initial public  offering, and its
common shares began trading on the  NYSE  on March  30, 2012 under the ticker symbol ‘‘GLOG’’. At
the time of its initial public offering,  GasLog’s wholly owned fleet  consisted of ten  LNG carriers,
including eight newbuildings on order. Since its initial public offering, GasLog has increased  by
approximately 84% the total carrying  capacity of its wholly owned fleet, which  includes vessels on the
water and newbuildings on order but excludes the vessels owned by the  Partnership  and the  bareboat
fleet. As of February 25, 2021, GasLog’s  wholly owned and bareboat fleet includes  20 LNG carriers,
including  18  ships  on  the  water  and  two  LNG  carriers  on  order  from  Samsung,  as  well  as  a  35.3%
ownership in the Partnership. See ‘‘—Our Fleet’’.

On February 22, 2021, GasLog announced that it has entered  into  a Merger  Agreement with
GEPIF. Under the Merger Agreement,  GEPIF will acquire all of the outstanding common  shares of
GasLog that are not held by the Rolling  Shareholders  of  GasLog in  exchange for $5.80  in cash  per
common share. The Transaction is expected to close in  the second quarter  of 2021, subject  to  approval
of the Transaction by GasLog shareholders at  a special  meeting, including  by  a majority of the  shares
held  by  the  non-Rolling  Shareholders  present  at  the  shareholders  meeting  that  will  be  held  in
connection with the Transaction, and the satisfaction or waiver of certain customary closing conditions.
GasLog’s preference shares will remain  outstanding and continue  to  trade on the  NYSE immediately
following the completion of the Transaction.  The  common and preference units of GasLog Partners LP
will remain outstanding and continue to trade on the  NYSE.

Our Fleet

Owned Fleet

The following table presents information about our  fleet  as of February 25, 2021:

LNG Carrier

Year Built

(cbm)

than six months) Propulsion

Cargo

Charterer (for

Capacity contracts of more

Charter
Expiration

Optional
Period

1 Methane Rita  Andrea . . . . . . . .
2 Methane Heather Sally . . . . . . .
3 GasLog Sydney . . . . . . . . . . . .
4 GasLog Seattle . . . . . . . . . . . .
5 Solaris . . . . . . . . . . . . . . . . .
6 GasLog Santiago . . . . . . . . . .
7 Methane Shirley Elisabeth . . . . .
8 GasLog Shanghai . . . . . . . . . .
9 Methane Jane Elizabeth . . . . . .
10 GasLog Geneva . . . . . . . . . . .
11 Methane  Alison Victoria . . . . . .
12 GasLog  Gibraltar . . . . . . . . . .
13 Methane  Becki Anne . . . . . . . .
14 GasLog  Greece . . . . . . . . . . . .
15 GasLog  Glasgow . . . . . . . . . .

2006
2007
2013
2013
2014
2013
2007
2013
2006
2016
2007
2016
2010
2016
2016

Spot Market
Spot Market
Spot Market
Shell
Shell
Trafigura
JOVO
Gunvor
Cheniere
Shell

145,000
145,000
155,000
155,000
155,000
155,000
145,000
155,000
145,000
174,000
145,000 CNTIC VPower
174,000
170,000
174,000
174,000

Shell
Shell
Shell
Shell

Steam
Steam
TFDE
TFDE
TFDE
TFDE
Steam
TFDE
Steam
TFDE
Steam
TFDE
TFDE
TFDE
TFDE

—
—
—
June 2021
August 2021
December 2021
August 2022
November 2022
March 2023
September 2023
October 2023
October 2023
March 2024
March 2026
June 2026

—
—
—
—
—
2022 - 2028(1)
—
—
2024 - 2025(2)
2028 - 2031(3)
2024 - 2025(4)
2028 - 2031(3)
2027 - 2029(5)
2031(6)
2031(6)

(1)

(2)

(3)

Charterer may extend the term of this time charter for a period ranging from one to seven years, provided that the
charterer gives us advance notice of declaration. The period  shown reflects the expiration of the minimum optional period
and the maximum optional period.

Charterer may extend the term of the time charters by two additional periods of one year, respectively, provided that the
charterer gives us advance notice of declaration. The period  shown reflects the expiration of the minimum optional period
and the maximum optional period.

Charterer may extend the term of the time charters by two additional periods of five and three years, respectively, provided
that the charterer gives us advance notice of declaration. The period shown reflects the expiration of the minimum optional
period  and the maximum optional period.

57

(4)

(5)

(6)

Charterer may extend the term of the related charter by two additional periods of one year, provided that the charterer
gives us  advance notice of its exercise of any extension option. The period shown reflects the expiration of the minimum
optional period and the maximum optional period.

Charterer may extend the term of the related time charter for one extension period of three or five years, provided that  the
charterer gives us advance notice of its exercise of any extension option. The period shown reflects the expiration of the
minimum optional period and the maximum optional period.

Charterer may extend the term of these time charters for a period of five years, provided that the charterer gives us
advance notice of declaration.

The key characteristics of our current  fleet include the following:

(cid:127) each ship is sized at between approximately 145,000 cbm  and  174,000 cbm capacity, which places
our  ships  in the medium-size class of LNG  carriers; we believe this size range maximizes their
operational flexibility, as these ships  are compatible with most existing LNG terminals around
the world;

(cid:127) each ship is double-hulled, which is standard  in the LNG industry;

(cid:127) each ship has a membrane containment system incorporating current industry  construction

standards, including guidelines and recommendations  from Gaztransport and Technigaz (the
designer of the membrane system) as well  as updated standards  from  our  classification  society;

(cid:127) each of our ships is equipped with a steam turbine or TFDE propulsion technology;

(cid:127) Bermuda is the flag state of each ship;

(cid:127) each of our ships has received an ENVIRO+  notation from our  classification society, which
denotes compliance with its published guidelines concerning  the most stringent criteria  for
environmental protection related to design characteristics, management  and support  systems, sea
discharges and air emissions; and

(cid:127) our fleet has an average age of 9.0 years, making it  one  of  the youngest in the  industry,

compared to a current average age of approximately 10.4 years for the global trading LNG
carrier fleet including LNG carriers of all  sizes as  of December  31, 2020.

Charter expirations

The GasLog Seattle and the Solaris are due to come off their charters in  June  2021 and  August
2021, respectively, while the  GasLog Santiago is due to come off charter in December 2021. GasLog
Partners  recently secured a new two-year time charter for the Methane Jane Elizabeth and continues to
pursue opportunities for new term charters with third parties, while trading the vessels in  the spot
market and pursuing the most advantageous redeployment depending  on evolving market conditions.

By  the end of 2020, all five of the Partnership’s  Steam vessels had ended  their  initial multi-year
time charters with subsidiaries of Shell, while  three additional TFDE vessels will also conclude their
multi-year charters during 2021. Although  we have been successful in finding  longer-term employment
for some of our available vessels, this  has  been concluded at current market rates,  which are  below
those achieved during the initial charters.

Additional Vessels

Five-Year Vessel Business Opportunities

GasLog has agreed, and has caused its  controlled  affiliates (other than us,  our general partner and

our  subsidiaries) to agree, not to acquire,  own, operate or  charter any LNG  carrier  with a cargo
capacity  greater than 75,000 cbm engaged  in oceangoing LNG  transportation under a charter for five
full years or more without, within 30 calendar  days  after the consummation  of  the acquisition or the
commencement of the operations or charter of such a vessel, notifying us and offering  us the

58

opportunity to purchase such vessel at  fair  market  value. We refer to these  vessels,  together  with any
related charters, as ‘‘Five-Year Vessels’’. The two  newbuildings and  seven on-the-water  vessels  listed
below will each qualify as a Five-Year  Vessel upon commencement  of their  respective charters and
GasLog will be required to offer to us  an  opportunity to purchase each vessel at fair market value
within 30 days of the commencement of its charter. Generally,  we must exercise this right of first offer
within 30 days following the notice from GasLog that the  vessel has been  acquired or  has become  a
Five-Year Vessel.

LNG Carrier

Year Built

Cargo
Capacity
(cbm)

Charterer

Propulsion

1 GasLog Singapore . . . . . . . . . . . . . . . . . .
2 GasLog Warsaw . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . .
3 GasLog Windsor
4 GasLog Wales . . . . . . . . . . . . . . . . . . . . .
5 GasLog Westminster . . . . . . . . . . . . . . . . .
6 GasLog Georgetown . . . . . . . . . . . . . . . . .
7 GasLog Galveston . . . . . . . . . . . . . . . . . .
8 Hull No.  2311 . . . . . . . . . . . . . . . . . . . . . Q2 2021(3)
9 Hull No.  2312 . . . . . . . . . . . . . . . . . . . . . Q3 2021(3)

2010
2019
2020
2020
2020
2020
2021

Sinolam(1)
155,000
180,000 Endesa(2)
Centrica
180,000
Jera
180,000
180,000
Centrica
174,000 Cheniere
174,000 Cheniere
180,000 Cheniere
180,000 Cheniere

TFDE
X-DF
X-DF
X-DF
X-DF
X-DF
X-DF
X-DF
X-DF

Estimated
Charter
Expiration

2031
2029
2027
2032
2027
2027
2028
2028(4)
2028(4)

(1)

(2)

(3)

(4)

The vessel  is currently trading in the spot market and has been chartered to Sinolam for the provision of an FSU after the
vessel’s dry-docking and conversion to an FSU.

The vessel  is chartered to a wholly owned subsidiary of Endesa. The charter is expected to commence in May 2021.

Expected delivery quarters are presented.

Charter  expiration to be determined based upon actual date of delivery.

See ‘‘Item 7. Major Unitholders and Related Party  Transactions—B.  Related Party  Transactions—

Omnibus Agreement—Noncompetition’’  for additional  information  on the  LNG carrier purchase
options.

Rights of First Offer

In addition, under the omnibus agreement,  we will have  a right of first  offer with regard to any

proposed sale, transfer or other disposition of any LNG carriers  with cargo capacities greater than
75,000 cbm engaged in oceangoing LNG  transportation  under a charter of  five  full years or more that
GasLog owns, as discussed elsewhere  in  this annual report.

Vessel Acquisition Considerations

We  are not obligated to purchase any of the  vessels  from GasLog described  in the previous
sections and, accordingly, we may not  complete the  purchase  of any such vessels. Furthermore, our
ability to purchase any additional vessels,  including under  the omnibus agreement from GasLog, is
dependent on our ability to obtain financing to fund  all  or a portion  of the acquisition costs  of these
vessels. Our ability to acquire additional  vessels  from GasLog is  also  subject to obtaining any applicable
consents of governmental authorities and other non-affiliated third parties,  including the  relevant
lenders and charterers. Under the omnibus agreement, GasLog  will be obligated to use reasonable
efforts to obtain any such consents. We cannot assure you  that  in any particular case  the necessary
consent will be obtained. See ‘‘Item 3. Key Information—D. Risk  Factors—Risks  Inherent in Our
Business’’ for a discussion of the risks  we face  in acquiring vessels. See  also ‘‘Item  7. Major Unitholders
and Related Party Transactions—B. Related Party Transactions—Omnibus  Agreement’’.

59

Ship Time Charters

We  provide the services of all of our ships under  time charters. A time charter is a contract for  the

use of the ship for a specified term at  a  daily  hire rate. Under a time charter,  the ship owner provides
crewing and other services related to  the ship’s operation, the  cost of which is covered by the hire  rate,
and the customer is responsible for substantially all of the ship  voyage costs (including bunker fuel,
port charges and canal fees and LNG  boil-off).

Our time charters provide for redelivery  of the ship to us at  the expiration of the term,  as such

term may be extended upon the charterer’s  exercise of its extension options, or upon earlier
termination of the charter (as described below), plus (or in some  cases)  minus a  specified number  of
days.  Our  charter  contracts  do  not  provide  the  charterers  with  options  to  purchase  our  ships  during  or
upon expiration of the charter term.

The following discussion describes the material  terms of the  time  and spot  charters  for our fleet.

Initial Term, Extensions and Redelivery

Long-term Market (defined as vessels with charter parties with initial duration of more than five  years)

The initial term of the time charter for the GasLog Seattle began upon delivery of the ship to

GasLog in 2013 and will terminate in  June 2021 plus or  minus 30  days at the  charterer’s  option.

The initial terms of the time charters for the GasLog Greece, the GasLog Glasgow, the GasLog
Geneva and the GasLog Gibraltar began upon delivery of the ships and will terminate in 2026, 2026,
2023 and 2023, respectively. For the GasLog Greece and the GasLog Glasgow, MSL has the option to
extend the term of the charter for up  to  five  years  and, for the GasLog Geneva and the GasLog
Gibraltar, MSL has the option to extend the term of the charter for up to eight years. Each charter
requires that the charterer provide the  owner with  advance notice of  its exercise of any extension
option.

The term of the time charter for the  Solaris began upon delivery of the ship to GasLog in  2014
following an initial period during which the  ship operated under a maiden voyage time charter, the
purpose of which was to facilitate completion  by Shell  of an  operational  discharge  inspection of the
ship. The Solaris is due to come off charter in August 2021 plus or minus 30 days at  the charterer’s
option.

The initial term of the time charter for the Methane Becki Anne began upon its acquisition by
GasLog in 2015 and will terminate in  2024. MSL has  the option to extend  the term of the  time charter
for an additional period of either three or five years beyond the initial charter expiration date.

If we  exercise our option to purchase  the GasLog Warsaw, or the GasLog Singapore, once offered

by GasLog, such LNG carriers will be  chartered to Endesa  and Sinolam, respectively. If  we exercise our
option to purchase the GasLog Windsor or the GasLog Westminster once offered by GasLog, such LNG
carriers will be chartered to Centrica .  If we exercise our option  to  purchase  the GasLog Wales, once
offered by GasLog, such LNG carrier will be chartered to JERA. If  we exercise our option to purchase
the GasLog Georgetown, the GasLog  Galveston or Hull Nos. 2311 or 2312 once offered by GasLog,
such LNG carriers will be chartered to Cheniere.

Short-term  Spot  Market  (defined  as  vessels  with  charter  parties  with  initial  duration  of  less  than  five

years)

The term of the time charter of the  GasLog Santiago began on its delivery to Trafigura in August

2018 and will terminate in December  2021. Trafigura has  various options to extend the term of the time
charter for between one and seven years at specified  rates.

60

The Methane Jane Elizabeth commenced an 800-day charter with Cheniere  in December 2020 and
will terminate in March 2023. Cheniere  has the  option to extend this charter  by  one  year  following an
additional year option at specified rates. The charter rate  for this period is  lower than  the previous
charter rate for the  Methane Jane Elizabeth.

The term of the time charter of the  GasLog Shanghai began upon its delivery to Gunvor in June

2019 and has a variable rate of hire within  an agreed range during the charter period. The charter with
Gunvor will terminate in November  2022  plus or minus  45 days  at the charterer’s option.

The Methane Shirley Elisabeth commenced a two-year charter with  JOVO in July 2020 and will

terminate in August 2022.

The Methane Alison Victoria commenced a three-year time charter with  CNTIC VPower in
October 2020 and which will terminate  in  October 2023. The charterer may extend  the term of the
charter by two additional periods of one  year,  provided that the charterer gives advance notice.

The terms and periods for the fixtures of  the Methane Rita Andrea, the Methane Heather Sally, and
the GasLog Sydney vary from charter to charter, as is the nature of  trading in the spot charter market
under contracts of up to six months.

Hire Rate Provisions

‘‘Hire rate’’ refers to the basic payment from  the  customer for use of  the  ship.  Under  all  of  our

time charters, the hire rate is  payable  to  us monthly in advance in U.S. dollars.

The hire rates provided for under the time  charters  for the GasLog  Santiago, the GasLog Greece,

the GasLog Glasgow, the GasLog Geneva, the GasLog Gibraltar, the Methane  Shirley  Elisabeth, the
Methane Jane Elizabeth, the Methane Alison Victoria and the Methane Becki Anne include only one
component that is a fixed daily amount that increases during  any  option period.

Under the time charter for the  GasLog Seattle, the hire rate for an initial period of up to two
years, at the charterer’s option, was set  at  the  prevailing market rate for a comparable ship, subject  to  a
cap and a floor. Following such initial period, the hire rate is calculated  based on three components—a
capital cost component, an operating cost component and a ship  management fee. The capital  cost
component is a fixed daily amount, which will  increase by  a specified amount during any option period.
The daily amount of the operating cost component, which  is intended to pass-through fully to the
charterer the costs of operating the ship, is  set annually and adjusted at the end of each year to
compensate us for the actual costs we incur in operating  the ship. Dry-docking expenses are  budgeted
in advance and are reimbursed by the  charterers  immediately following a  dry-docking. The ship
management fee is a daily amount set in  line with  industry practice for fees charged by ship managers
and is intended to compensate us for  management of the  ship.

Under the time charter for the  GasLog Shanghai, the vessel is under a variable market-related

structure calculated from the average of  three  broker reports. The rate is  assessed based on each
voyage the ship performs. This type of  hire  rate structure has  a floor and a ceiling.

Under the time charter for the  Solaris, the vessel is managed by a subsidiary of Shell and such
entity covers operating costs. Therefore, the hire rate includes only one component that is a fixed daily
amount equivalent to the capital cost component.

The hire rates for each of our ships may be reduced if  the ship does not  perform  to  certain  of its

specifications or if we breach our obligations under the charter.

61

Off-Hire

When a ship is ‘‘off-hire’’—or not available for service—a time  charterer generally is  not  required
to pay the hire rate, and we remain responsible for  all costs, including the cost of any  LNG cargo  lost
as boil-off during such off-hire periods. The vast majority  of  our time charters provide  an annual
allowance period for us to schedule preventative maintenance work on the ships, whilst for  the spot
ships we take advantage of (any) period between charters to perform the  required maintenance.  Our
ships are maintained to the highest standards in  accordance with  the maker’s maintenance schedule.  A
ship generally will be deemed off-hire under our time  charters  if there is  a specified time outside  of the
annual allowance period when the ship is  not available for the  charterer’s use due to, among other
things, operational deficiencies (including the  failure to maintain a certain guaranteed speed),
dry-docking for repairs, maintenance or inspection, equipment breakdowns, deficiency  of personnel  or
neglect  of duty by the ship’s officers  or crew, deviation from course, or delays due to accidents,
quarantines, ship detentions or similar  problems.

All ships are dry-docked at least once every five years for a special survey as required by the ship’s

classification society. Ships are considered to be off-hire under our time charters during such periods.

Ship Management and Maintenance

Under our time charters, we are responsible for the technical management of the majority  of  our
ships (the Solaris is managed by Shell). Technical management includes  the engagement and provision
of qualified crews, employment of armed guards for transport  in certain high-risk  areas, maintaining the
ship, arranging supply of stores and equipment, cleaning and  painting and ensuring compliance with
applicable regulations, including licensing  and certification  requirements,  as  well as for dry-docking
expenses. We provide these management services  through technical management agreements  with
GasLog LNG Services, a wholly-owned  subsidiary of GasLog. See ‘‘Item 7. Major Unitholders and
Related Party Transactions—B. Related Party  Transactions—Ship Management  Agreements’’.

Termination and Cancellation

Under our existing time charters, each party has  certain termination rights which include, among
other things, the automatic termination  of  a charter upon loss of the relevant  ship.  Either party  may
elect to terminate a charter upon the  occurrence of specified defaults or upon the outbreak  of war or
hostilities involving two or more major nations, such as the United States or the  People’s  Republic of
China, if such war or hostilities materially and adversely  affect the trading of the  ship  for a  period of  at
least 30 days. In addition, charterers have  the option  to  terminate  a charter if the relevant ship is
off-hire for any reason other than scheduled dry-docking.  The  number of  off-hire days which trigger
this  option varies dependent on the terms  of  the individual charter parties.

Competition

We  operate in markets that are highly competitive and  based primarily on  supply and demand.
Generally, competition for LNG time charters is  based primarily on  charter  party terms including price,
ship availability, size, age, technical specifications  and condition, LNG shipping experience, quality and
efficiency of ship operations including  level of emissions, shipping industry relationships and  reputation
for customer service, and technical ability  and  reputation for operation of highly specialized ships. In
addition, through the Methane Rita Andrea, the Methane Heather Sally, and the GasLog Sydney, we
operate in the spot charter market that covers short-term  charters of up to six  months. In the future,
more of our vessels may operate in the  more volatile  spot charter market,  including our five Steam
vessels which are smaller and less efficient than  larger, more  technically  advanced modern LNG
carriers.

62

Although we believe that the GasLog Group is one of a small number of large  independent
owners who focus primarily on newly-built, technically  advanced LNG carriers, a growing number of
other independent shipping companies also own and operate, and in some cases manage,  LNG carriers
and have new ships under construction. Several of these other ship owners  and managers have  decided
to enter, or to expand their presence  in,  the LNG market with  newbuilding vessels over  the last  year,
and potentially others may also attempt  to  participate in  the LNG market in  the future.

In addition to independent owners, some  of  the major  oil and  gas producers  own LNG carriers
and, in the recent past, they have contracted for the construction of new  LNG carriers. Certain  national
oil and gas and shipping companies also have large fleets of LNG carriers that have  expanded  and may
continue to expand. Some of these companies,  as well  as other market participants such  as trading
companies who have LNG shipping capacity contracted  on multi-year charters, may  compete with
independent owners by using their fleets to carry LNG for third parties.

Seagoing and Shore-Based Employees

We  do not directly employ any on-shore or  seagoing employees. The services of  our executive

officers and other employees are provided  pursuant  to  the administrative  services agreement, under
which  we pay an annual fee. As of December  31, 2020, GasLog  employed (directly  and through
manning agents) approximately 1,866  seafaring  staff  who serve on GasLog’s owned and  managed
vessels (including our fleet) as well as 170 shore-based staff. GasLog and  its affiliates may employ
additional staff to assist us as we grow. GasLog, through  certain of its subsidiaries, provides onshore
advisory, commercial, technical and operational support to our operating  subsidiaries  pursuant to the
amended ship management agreements, subject  to  any alternative arrangements made with the
applicable charterer. See ‘‘Item 7. Major  Unitholders  and Related Party Transactions—B. Related Party
Transactions—Ship Management Agreements’’.

LNG marine transportation is a specialized area requiring technically skilled officers and personnel

with specialized training. We and GasLog regard attracting  and retaining motivated,  well-qualified
seagoing and shore-based personnel as a top priority, and GasLog offers its  people competitive
compensation packages. As a result, GasLog has  historically enjoyed  high retention rates.  In  2020,
GasLog’s retention rate was 97% for senior seagoing officers, 94% for other seagoing officers and 97%
for shore staff.

Although GasLog has historically experienced high employee retention rates, the demand  for
technically skilled officers and crews  to  serve on LNG carriers and  FSRUs has been increasing as  the
global  fleet of LNG carriers and FSRUs continues to grow. This increased demand has, and  may
continue, to put inflationary cost pressure on  ensuring qualified and  well trained  crew are  available to
GasLog. However, we and GasLog expect that the  impact of  cost increases and  increased competition
would be mitigated to some extent by the  continuous evolution and adjustment of  the GasLog  salary
and benefit structure and by certain provisions in  our time charters, including automatic  periodic
adjustment and cost review provisions.

Classification, Inspection and Maintenance

Every large, commercial seagoing ship must  be  ‘‘classed’’ by a  classification society. The
classification society certifies that the ship  is ‘‘in class’’,  signifying that the ship has  been built  and
subsequently maintained in accordance with the  rules of the classification  society and complies with
applicable rules and regulations of the ship’s country  of  registry  and the international conventions of
which  that country is a member. In addition, where surveys are required  by  international  conventions
and corresponding laws and ordinances  of a  flag state, the classification society will undertake them  on
application or by official order, acting on behalf of the authorities  concerned. The classification society
also undertakes on request other surveys and checks that are  required by regulations  and requirements
of the flag state. These surveys are subject  to  agreements made  in each individual case  and/or to the
regulations of the country concerned.

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To ensure each ship is maintained in accordance with  classification society standards  and for
maintenance of the class certificate, regular and  extraordinary surveys  of hull  and machinery, including
the electrical plant, and any special equipment classes are  required to be performed periodically.
Surveys are based on a five-year cycle that  consists of annual surveys, intermediate  surveys that are
typically completed between the second and third  years  of  every five-year cycle, and comprehensive
special surveys (also known as class renewal  surveys)  that  are completed at each  fifth anniversary of the
ship’s delivery.

All areas subject to surveys as defined by the classification  society are  required to be surveyed  at
least once per five-year class cycle, unless  shorter  intervals between surveys  are otherwise  prescribed.
All ships are also required to be dry-docked at  least  once during every  five-year  class cycle for
inspection of their underwater parts and for  repairs related to inspections.  If any defects are found,  the
classification surveyor will issue a ‘‘recommendation’’ which must be rectified by the ship owner  within
prescribed time limits. We intend to  dry-dock our ships at  five-year intervals that coincide with the
completion of the ship’s special surveys.  We expect  that the dry-docking  schedule  for the  vessels  which
we have the option to purchase from  GasLog will, for the foreseeable future, follow  the same schedule
as our current fleet.

Most insurance underwriters make it  a condition for insurance  coverage  that a ship be certified as
‘‘in class’’ by a classification society that  is a  member  of  the International Association of Classification
Societies. The vessels in our fleet are each certified by the American  Bureau of Shipping. Each  ship
has been awarded  International Safety Management certification and is currently ‘‘in class’’.

The following table lists the years in which we  expect to carry out  the next or initial dry-dockings

and special surveys for our fleet:

Ship Name

Methane Rita Andrea . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GasLog Greece . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GasLog Geneva . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GasLog Gibraltar . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GasLog Glasgow . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GasLog Shanghai
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GasLog Seattle . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GasLog Santiago . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GasLog Sydney . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Solaris . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Methane Jane Elizabeth . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Methane Alison Victoria . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Methane Shirley Elisabeth . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Methane Heather Sally . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Methane Becki Anne . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Dry-docking
and
Special Survey

2021
2021
2021
2021
2021
2023
2023
2023
2023
2024
2024
2025
2025
2025
2025

Risk of Loss, Insurance and Risk Management

The operation of any ship has inherent risks. These risks  include mechanical failure, personal
injury, collision, property loss or damage,  ship or cargo loss or damage and business interruption due to
a number of reasons, including mechanical failure, cyber-attack,  political circumstances  in foreign
countries, hostilities and labor strikes. In  addition, there is always an inherent possibility  of marine
disaster, including collision, explosion, spills and other environmental mishaps,  and the  liabilities arising
from owning and operating ships in international trade.

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We  maintain hull and machinery insurance on  all  our  ships  against  marine and war  risks  in
amounts that we believe to be prudent to cover such  risks. In addition, we maintain protection and
indemnity insurance on all our ships  up  to the maximum  insurable  limit available at any given  time. We
also maintain cyber insurance coverage  on all of our ships. The insurance coverage is  described in  more
detail below. While we believe that our  insurance  coverage  will be adequate, not all risks can be
insured, and there can be no guarantee that we  will  always be able to obtain adequate insurance
coverage at reasonable rates or at all,  or that any  specific claim we may make under our  insurance
coverage will be paid.

Hull  & Machinery Marine Risks Insurance and Hull &  Machinery War Risks Insurance

We  maintain hull and machinery marine risks insurance and hull and machinery war  risks

insurance on our ships, which cover loss of or damage to a ship due to marine perils such as collisions,
fire or lightning, and the loss of or damage  to  a ship due to war perils  such as acts  of  war, terrorism  or
piracy. Each of our ships is insured under  these  policies for a  total amount that exceeds what we
believe to be its fair market value. We also maintain hull  disbursements  and  increased  value insurance
policies covering each of our ships, which provide  additional coverage in the event of the  total or
constructive loss of a ship. Our marine  risks insurance  policies contain deductible amounts  for which
we will be responsible, but there are no  deductible  amounts under our  war risks policies or our total
loss policies.

Loss of Hire Insurance/Delay Insurance

We  have obtained loss of hire insurance  to  protect us against  loss of  income  as a result of the ship
being off-hire or otherwise suffering a  loss of operational  time for events falling under  the terms of  our
hull and  machinery/war insurance. Under  our loss of hire policy, our  insurer will pay  us  the hire rate
agreed in respect of each ship for each day,  in excess of a certain  number of  deductible days,  for the
time that the ship is out of service as  a result of  damage, up to a maximum of 180 days. The number of
deductible days for the ships in our fleet  is  14 days per ship. In addition to the loss of hire  insurance,
we also place delay insurance which,  like loss of hire,  covers  all owned vessels for time  lost  due  to
events falling under the terms of our  hull and  machinery  insurance, plus  additional protection and
indemnity related incidents. The cover has  a deductible  of  two days with a  maximum of 12  days (which
takes it up to the loss of hire deductible of  14 days) for  ship-related  perils  and with a maximum  of
5 days for shoreside perils. The hire rate  is aligned with the loss of hire insurance daily sum insured.

Additionally, we buy war loss of hire and kidnap and ransom insurance  when our ships are  ordered

to sail through West Africa, the Indian Ocean  and  Gulf of Aden to insure against potential losses
relating to the hijacking of a ship and its crew by pirates.

Protection and Indemnity Insurance

Protection and indemnity insurance is  typically provided by a  protection and indemnity  association,
or ‘‘P&I  association’’, and covers third-party liability, crew liability and  other related  expenses resulting
from injury to or death of crew, passengers  and  other  third  parties, loss  of or damage  to  cargo, third-
party claims arising from collisions with  other ships (to the extent  not  recovered by the  hull and
machinery policies), damage to other third-party property, pollution  arising from oil  or other substances
and salvage, towing and other related  costs,  including wreck removal.

Our protection and indemnity insurance covering our ships is provided by a P&I  association that is

a member of the International Group  of Protection and Indemnity Clubs, or ‘‘International  Group’’.
The thirteen P&I associations that comprise the  International Group insure approximately 90% of the
world’s  commercial tonnage and have entered into a pooling agreement to reinsure  each  association’s
liabilities. Insurance provided by a P&I  association is a  form of mutual indemnity insurance.

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Our protection and indemnity insurance is currently subject to limits of $3  billion per ship per

event in respect of liability to passengers and seamen, $2  billion per ship per event in  respect of
liability to passengers and $1 billion per ship per event in  respect  of liability for oil pollution.

As a member of a  P&I association, we will be subject to calls payable  to  the  P&I association  based

on the International Group’s claim records as  well as  the claim records of all other members  of the
P&I association of which we are a member.

Cyber Insurance

We  have insurance coverage for cyber-related  risks. Our policy  covers  physical damage to any  of

our  vessels up to $50 million per vessel  with a fleet aggregate limit  of  $150 million.

Safety Performance

GasLog provides intensive onboard training for  its  officers and crews to instill a culture  of the
highest operational and safety standards.  During 2020, GasLog’s fleet experienced 1  recordable injury
and 7 first aid cases.

Permits and Authorizations

We  are required by various governmental and quasi-governmental  agencies  to  obtain  certain
permits, licenses, financial assurances  and  certificates with respect to our  ships. The kinds  of  permits,
licenses, financial assurances and certificates required  will depend  upon several factors, including  the
waters in which the ship operates, the  nationality  of the ship’s crew and the age of the ship. We have
obtained all permits, licenses, financial  assurances and certificates currently required to operate our
ships. Additional laws and regulations,  environmental or  otherwise, may be adopted which could limit
our  ability to do business or increase  the cost of our doing business.

Environmental and Other Regulation

The carriage, handling, storage and regasification of LNG are subject to extensive laws and
regulations relating to the protection  of  the  environment, health and safety  and other matters. These
laws and regulations include international conventions  and national, state  and local laws and regulations
in the countries where our ships now  or in the future will  operate, or where our ships are registered.
Compliance with these laws and regulations may entail  significant expenses and  may impact the resale
value or useful lives of our ships. Our ships  may  be  subject to both scheduled  and unscheduled
inspections by a variety of governmental, quasi-governmental and private  organizations, including  the
local port authorities, national authorities, harbor  masters or equivalent, classification societies, flag
state administrations (countries of registry) and charterers.  Failure  to  maintain permits, licenses,
certificates or other authorizations required by  some of these entities could require  us to incur
substantial costs or result in the temporary  suspension of the  operation  of  one or more of our ships or
lead to the invalidation for our insurance coverage reduction.

We  believe that our ships are operated in material compliance  with applicable environmental laws
and regulations and that our ships in operation have  all material permits,  licenses, certificates or  other
authorizations necessary for the conduct  of our operations. In fact, each of our ships have received an
ENVIRO, an ENVIRO+ or a CLEAN  notation  from our classification societies, which denote
compliance with their published guidelines concerning stringent  criteria for environmental protection
related to design characteristics, management and support  systems,  sea  discharges and air  emissions.
Because environmental laws and regulations  are frequently changed  and may impose increasingly strict
requirements, however, it is difficult  to predict accurately the ultimate cost of  complying with these
requirements or the impact of these requirements  on the  resale value or useful lives of our ships.
Moreover, additional legislation or regulation applicable to the operation of our ships that may  be

66

implemented in the future, such as in response to a  serious marine incident like the  2010 Deepwater
Horizon oil spill in the Gulf of Mexico, could negatively affect  our profitability.

International Maritime Regulations

The IMO, the United Nations agency for maritime safety and the prevention of pollution by ships,

has adopted several international conventions that  regulate  the  international shipping  industry,
including the International Convention for the Safety of Life at Sea  (‘‘SOLAS’’),  the International
Convention on Civil Liability for Oil Pollution Damage, the  International Convention on Civil Liability
for Bunker Oil Pollution Damage, the International Convention on Standards  of Training, Certification
and Watchkeeping for Seafarers (‘‘STCW’’) and  the International Convention for  the Prevention  of
Pollution From Ships (‘‘MARPOL’’). Ships  that  transport gas,  including LNG  carriers,  are also  subject
to regulations under amendments to SOLAS, including the International  Safety Management Code for
the Safe  Operation of Ships and for Pollution Prevention,  or the ‘‘ISM  Code’’. The ISM Code requires,
among other things, that the party with  operational  control of a ship  develop an  extensive  safety
management system, including the adoption  of a policy for safety and  environmental protection setting
forth instructions and procedures for operating its ships safely and also describing procedures for
responding to emergencies. We rely on GasLog LNG Services for the  development and  maintenance of
a safety management system for our ships that meets these requirements. GasLog  LNG Services is also
subject to the International Code for  Construction and  Equipment  of Ships Carrying  Liquefied  Gases
in Bulk (the ‘‘IGC Code’’), which prescribes design and construction standards for ships involved  in the
transport of gas. Compliance with the IGC Code must be evidenced by a Certificate of Fitness for  the
Carriage of Liquefied Gases of Bulk which is issued per vessel.  Non-compliance  with the IGC  Code or
other applicable IMO regulations may subject a ship owner or a bareboat  charterer to increased
liability, may lead to decreases in available insurance coverage for affected ships and may result in the
denial of access to, or detention in, some  ports.

SOLAS is an international maritime law  which sets  minimum safety standards  in the construction,

equipment and operation of merchant ships. The  convention requires  signatory flag states to ensure
that ships flagged by them comply with at least  these standards. The current version of SOLAS  is the
1974 version, known as SOLAS 1974, which  came into force on  May  25, 1980. As  of January 2020,
SOLAS 1974  had 164 contracting states, which flag about 99% of  merchant ships around the  world in
terms of gross tonnage. SOLAS in its  successive  forms is generally regarded as  the most  important of
all international maritime laws concerning the  safety of merchant ships.

STCW 1978 was adopted on July 7, 1978 and entered into force on April 28, 1984.  The main
purpose of the Convention is to promote safety of life and  property at sea  and the  protection of the
marine environment by establishing in  common agreement  international standards of training,
certification and watchkeeping for seafarers. The  Manila  amendments  to  the STCW Convention  and
Code were adopted on June 25, 2010,  marking a major  revision of  the  STCW  Convention and Code.
The 2010 amendments were entered  into  force on January  1, 2012 under the tacit acceptance
procedure and were aimed at bringing  the Convention and Code  up to date  with developments  since
they were initially adopted and to enable  them  to  address issues that were anticipated  to  emerge  in the
foreseeable future.

The MARPOL Convention establishes environmental  standards  relating  to  oil leakage or spilling,
garbage management, sewage, air emissions,  handling and disposal  of noxious  liquids and the handling
of harmful substances in packaged form.  In September 1997, the IMO adopted Annex VI to MARPOL
to address air pollution from ships. Annex VI came  into  force on May  19, 2005.  It sets limits  on sulfur
oxide and nitrogen oxide emissions from ship exhausts and prohibits deliberate  emissions  of ozone
depleting substances, such as chlorofluorocarbons. Annex VI  also includes a  global cap on  the sulfur
content of fuel oil and allows for special areas to be established with more  stringent controls on sulfur
emissions. Annex VI has been ratified  by many, but not all, IMO member states. In October  2008, the

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Marine Environment Protection Committee, (‘‘MEPC’’),  of the IMO approved amendments to
Annex VI regarding particulate matter,  nitrogen oxide and  sulfur oxide  emissions standards. These
amendments became effective in July 2010. These  requirements establish  a series of progressive
standards to further limit the sulfur content in  fuel oil, (which phased in  between 2012 and 2020), as
well as new tiers of nitrogen oxide emission standards for new marine diesel  engines, depending on
their date of installation. As of January  1,  2020, ships must either use low  sulfur fuel (potentially
including undertaking necessary fuel tank modification) to comply with a global  sulfur cap  of
0.5 percent m/m or be filled with exhaust gas scrubbers. Additionally,  more stringent emission standards
could apply in coastal areas designated  as Emission Control Areas, or ‘‘ECAs’’. For  example, IMO
‘‘Tier III’’ emission standards for nitrous oxide apply in  North  American and U.S.  Caribbean  Sea ECAs
to all marine diesel engines installed  on a  ship constructed after January 1, 2016. The European Union
Directive 2005/33/EC, which became  effective on  January 1,  2010, parallels Annex VI  and requires
ships to use reduced sulfur content fuel  for their main and auxiliary engines. Our fleet complies  with
the relevant legislation and has the relevant certificates, including certificates evidencing compliance
with Annex VI of the MARPOL Convention.

Although the United States is not a  party, many  countries have ratified the International
Convention on Civil Liability for Oil Pollution Damage, 1969,  as amended,  (‘‘CLC’’). Under this
convention, a ship’s registered owner  is strictly  liable for pollution damage caused in  the territorial
waters of a contracting state by discharge of persistent oil,  subject under  certain circumstances to
certain defenses and limitations. Ships carrying more  than 2,000  gross tons of oil, and  trading to states
that are parties to this convention, must  maintain evidence  of  insurance  in an amount covering the
liability of the owner. In jurisdictions where  the CLC has not been adopted, various  legislative  schemes
or common law impose liability either on the  basis of fault or  in a manner similar to the  CLC. P&I
Clubs in the International Group issue the required Bunker  Convention (defined below) ‘‘Blue  Cards’’
to provide evidence of insurance meeting the  liability  requirements. Where  applicable, all of  our vessels
have received ‘‘Blue Cards’’ from their P&I Club and are in possession of a  CLC State-issued
certificate attesting that the required  insurance coverage is in force.

The IMO also has adopted the International Convention  on Civil Liability  for Bunker Oil
Pollution Damage, or the ‘‘Bunker Convention’’, which imposes liability on  ship  owners for pollution
damage  in jurisdictional waters of ratifying states caused by  discharges  of  bunker fuel and requires
registered owners of ships over 1,000 gross tons to maintain insurance for  pollution damage in an
amount equal to the limits of liability  under the applicable national or international  limitation regime.
We  maintain insurance in respect of  our ships  that satisfies  these  requirements.

Non-compliance with the ISM Code  or with other IMO regulations  may  subject a ship owner  or

bareboat charterer to increased liability,  may lead to decreases in available insurance  coverage  for
affected ships and may result in the denial of access  to,  or detention  in, some ports, including United
States and European Union ports. Non-compliance with  the ISM Code or  other  IMO  regulations may
subject a shipowner or bareboat charterer to increased liability, may lead  to decreases in available
insurance coverage for affected ships and may result in  the denial of access to, or detention in,  some
ports,  including ports in the United States  and Europe.

The Maritime Labour Convention (‘‘MLC’’) 2006 was adopted  by the International Labour
Conference at its 94th (Maritime) Session  (2006), establishing  minimum working  and living conditions
for seafarers. The convention entered into force August 20, 2013, whilst amendments were approved by
the International Labour Conference  at its 103rd  Session (2014). The convention establishes a single,
coherent instrument embodying as far as  possible all up-to-date standards of existing international
maritime labour conventions and recommendations,  as well as  the fundamental principles to be found
in other international labour conventions.

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United States

Oil Pollution Act and CERCLA

Our operations are subject to the OPA, which establishes  an extensive regulatory  and liability
regime for environmental protection  and  cleanup of oil spills, and the  Comprehensive Environmental
Response, Compensation and Liability  Act, or  ‘‘CERCLA’’, which imposes liability on owners and
operators of ships for cleanup and natural resource damage from the release  of hazardous  substances
(other than oil). Under OPA, ship owners,  operators and bareboat charterers are responsible parties
who are jointly, severally and strictly liable (unless the spill  results solely from the act or omission of a
third party, an act of God or an act of war) for all containment  and clean-up costs and other damages
arising from oil spills from their ships.  As  of November 12,  2019 OPA currently limits  the liability of
responsible parties with respect to ships over 3,000 gross tons to the greater of  $2,300 per gross ton or
$19,943,400 per double hull ship and  permits individual  states  to  impose their own  liability  regimes with
regard to oil pollution incidents occurring  within their boundaries. Some states have enacted  legislation
providing for unlimited liability for discharge of pollutants within their waters. Liability under CERCLA
is limited to the greater of $300 per  gross  ton  or $5.0 million for ships carrying a  hazardous substance
as cargo  and the greater of $300 per  gross  ton  or $0.5 million for any  other ship.

These limits of liability do not apply under certain circumstances, however, such  as where the
incident is caused  by violation of applicable U.S. federal safety, construction or operating  regulations,
or by the responsible party’s gross negligence or willful misconduct. In  addition,  a marine  incident that
results in  significant damage to the environment, such  as the Deepwater Horizon oil  spill, could result
in amendments to these limitations or other  regulatory changes in the future. We  maintain  the
maximum pollution liability coverage  amount of $1  billion per incident for our ships. We also believe
that we will be in substantial compliance with  OPA, CERCLA and all applicable state  regulations in  the
ports  where our ships will call.

OPA also requires owners and operators of ships over 300 gross tons  to  establish  and maintain

with the National Pollution Fund Center of the U.S. Coast Guard evidence of financial responsibility
sufficient to meet the limit of their potential strict  liability under the act. Such financial responsibility
can be demonstrated by providing a guarantee from an appropriate guarantor, who  can release  the
required guarantee to the National Pollution Fund Center against  payment of  the requested premium.
We  have purchased such a guarantee  in order to provide evidence of financial  responsibility and  have
received the mandatory certificates of  financial responsibility from the U.S. Coast Guard in  respect of
each  of the vessels included in our fleet.  We intend  to  obtain such certificates in the future  for each  of
our  vessels, if required to have them.

Clean Water Act

The U.S. Clean Water Act of 1972, (the  ‘‘CWA’’),  prohibits  the discharge  of  oil, hazardous
substances and ballast water in U.S. navigable  waters unless authorized  by  a duly-issued permit or
exemption, and imposes strict liability in the  form of penalties for any  unauthorized discharges. The
CWA also imposes substantial liability for the  costs of removal,  remediation and damages and
complements the remedies available  under  OPA and CERCLA.  Furthermore, most  U.S. states that
border a navigable waterway have enacted environmental pollution laws that  impose strict liability on a
person for removal costs and damages resulting from a  discharge of oil or a release  of  a hazardous
substance. These laws may be more stringent than  U.S. federal law.

The United States Environmental Protection Agency, (the ‘‘EPA’’),  has enacted rules requiring
ballast water discharges and other discharges incidental to the normal operation of certain ships  within
United States waters to be authorized under the  Ship General Permit for Discharges Incidental  to  the
Normal Operation of Ships, (the ‘‘VGP’’). To be covered by the VGP, owners of certain ships must
submit a Notice of Intent, (‘‘NOI’’),  at least  30 days before the ship  operates in United States  waters.

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Compliance with the VGP could require the installation of equipment  on our ships to treat ballast
water before it is discharged or the implementation  of  other disposal arrangements, and/or  otherwise
restrict our ships from entering United  States  waters. In March  2013, the EPA  published a  new VGP
that includes numeric effluent limits for ballast water  expressed  as the maximum  concentration of living
organisms in ballast water. The VGP  also  imposes a variety of  changes for non-ballast water discharges
including more stringent Best Management Practices for discharges of oil-to-sea interfaces in  an effort
to reduce the toxicity of oil leaked into U.S. waters. The  2013 VGP was  issued with an  effective period
of December 19, 2013 to December 18,  2018. The Vessel Incidental Discharge Act, (‘‘VIDA’’), enacted
on December 4, 2018, requires the EPA and  Coast Guard  to  develop new performance  standards and
enforcement regulations and extends  the 2013  VGP provisions until new regulations  are final  and
enforceable. We have submitted NOIs for  our fleet and intend to submit  NOIs  for our ships in the
future, where required, and do not believe that the  costs associated with obtaining and complying with
the VGP will have a material impact on  our  operations.

Clean Air Act

The U.S. Clean Air Act of 1970, as amended by  the Clean Air Act Amendments  of  1977 and 1990,

(the ‘‘CAA’’), requires the EPA to promulgate standards applicable to emissions of  volatile organic
compounds and other air contaminants.  Our ships may be subject to vapor  control and  recovery
requirements for certain cargoes when loading, unloading,  ballasting, cleaning and conducting other
operations in regulated port areas and emission standards for so-called ‘‘Category 3’’ marine diesel
engines operating in U.S. waters. The  marine  diesel engine emission  standards are currently limited to
new engines beginning with the 2004 model year. On April 30, 2010,  the EPA adopted  final emission
standards for Category 3 marine diesel engines equivalent to those adopted in the amendments to
Annex VI to MARPOL.

The CAA also requires states to adopt State Implementation Plans,  or  ‘‘SIPs’’, designed  to  attain

national health-based air quality standards in  primarily major metropolitan  and/or industrial areas.
Several SIPs regulate emissions resulting  from  ship loading and unloading  operations  by  requiring the
installation of vapor control equipment.  The  MEPC has designated as an ECA the area  extending 200
miles from the territorial sea baseline adjacent to the  Atlantic/Gulf  and  Pacific coasts and  the eight
main Hawaiian Islands and the Baltic  Sea, North Sea and Caribbean Sea, under the Annex VI
amendments. Fuel used by vessels operating in  the ECA cannot exceed 0.1% (mass by mass)  sulfur. As
of January 1, 2016, NOx after-treatment requirements  also apply. Our vessels can store and burn
low-sulfur fuel oil or alternatively burn natural gas which  contains no  sulfur. Additionally, burning
natural gas will ensure compliance with  IMO  Tier III  NOx  emission limitations without  the need  for
after-treatment. Charterers must supply compliant fuel for the  vessels  before ordering vessels to trade
in areas where restrictions apply. As  a  result, we  do  not expect such restrictions  to  have a materially
adverse impact on our operations or  costs.

Other  Environmental Initiatives

U.S. Coast Guard regulations adopted under the U.S. National Invasive Species Act, (‘‘NISA’’),

impose mandatory ballast water management practices for all  ships equipped  with ballast  water tanks
entering U.S. waters, which could require the  installation  of  equipment on  our  ships  to  treat ballast
water before it is discharged or the implementation  of  other port facility disposal  arrangements or
procedures, and/or otherwise restrict our  ships from entering U.S. waters. In June 2012, the  U.S. Coast
Guard rule establishing standards for  the  allowable concentration  of  living  organisms  in ballast water
discharged in U.S. waters and requiring the phase-in of Coast  Guard approved  ballast water
management systems, (‘‘BWMS’’), became effective.  The  rule requires installation of Coast Guard
approved BWMS by new vessels constructed on or after  December  1, 2013 and existing vessels as of

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their first dry-docking after January 1, 2016.  Several  states have  adopted legislation  and regulations
relating to the permitting and management of ballast water discharges.

At the international level, the IMO adopted an International  Convention for the Control  and
Management of Ships’ Ballast Water and Sediments in  February  2004, (the ‘‘BWM Convention’’). The
BWM Convention’s implementing regulations  call for a phased  introduction  of mandatory  ballast water
exchange requirements, to be replaced  in  time with mandatory  concentration limits. The  threshold
ratification requirements for the convention to enter into  force were met in 2016, and  the convention
became effective on September 8, 2017. All our newly delivered ships from 2016  onwards have
compliant equipment installed. We have selected one manufacturer to supply the  required equipment
to be installed at the first dry-dock of all remaining ships. The programme  and required funds have
been included in our future planning  to  ensure the  fleet  remains compliant at all times.

Our vessels may also become subject  to the International Convention on Liability and

Compensation for Damage in Connection with the Carriage of Hazardous and Noxious Substances by
Sea, 1996 as amended by the Protocol to the HNS Convention, adopted in April 2010, or  ‘‘HNS
Convention’’, if it is entered into force.  The HNS Convention creates a regime of liability and
compensation for damage from hazardous  and noxious substances, or ‘‘HNS’’, including a two-tier
system of compensation composed of  compulsory  insurance taken out  by  shipowners and  an HNS Fund
which  comes into play when the insurance is  insufficient to satisfy  a claim or does not cover the
incident. To date, the HNS Convention  has  not  been ratified by  a sufficient  number of countries  to
enter into force.

Greenhouse Gas Regulations

The MEPC of IMO adopted two new sets of mandatory requirements to address  greenhouse gas

emissions from ships at its July 2011 meeting. The Energy Efficiency  Design  Index  requires a minimum
energy efficiency level per capacity mile and is applicable to new vessels,  and the  Ship Energy
Efficiency Management Plan is applicable  to currently operating  vessels.  The requirements,  which
entered into force in January 2013, were fully implemented by GasLog  as of December 2012 and have
been implemented by the Partnership  as well. The IMO is also considering the development of  a
market-based mechanism for greenhouse  gas emissions from ships, but it  is difficult to predict  the
likelihood that such a standard might be adopted or its potential  impact on our operations  at this time.

Further the MEPC 75 of IMO adopted two  other sets of amendments to the Marpol Annex VI

related to carbon intensity regulations. The Committee agreed on combining  the technical  and
operational measures with entry into  force dates on  January 1st, 2023. The Energy Efficiency Existing
Ships Index (EEXI) will be implemented for existing ships as technical measure  to  reduce CO2
emissions. The Carbon Intensity Index  (CII) will be implemented as an operational carbon intensity
measure to benchmark and improve efficiency. Regulations and  framework will be fully defined  at the
next MEPC meeting in June 2021 and  will be reviewed by  January 1, 2026.

The European Union has indicated in  the past that it intends  to  propose  an expansion  of the
existing European Union emissions trading scheme to include  emissions of greenhouse gases from
marine ships. The EU MRV Regulation  (Monitoring, Reporting, Verification), entered  into  force on
July 1, 2015, requires large vessels entering European Union  ports  to  monitor, report and verify their
carbon dioxide emissions as of January 1, 2018. In the United  States, the EPA has adopted regulations
under the CAA to limit greenhouse gas  emissions  from certain mobile sources,  although these
requirements do not currently apply to greenhouse  gas emissions from ships. In addition, the
International Paris Agreement, which  entered into force on November 4,  2016,  establishes  a framework
for reducing global greenhouse gas emissions designed to take  effect by 2020, with the goal  of  holding
the increase in global average temperature to well below 2  degrees Celsius and  pursuing efforts  to  limit
the increase to 1.5 degrees Celsius. Although  the Paris Agreement does not specifically require controls

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on shipping or other industries, it is possible  that countries or groups  of  countries will seek to impose
such controls in the future. Any passage  of climate control legislation or other regulatory initiatives by
the IMO, the European Union, the United  States  or other countries where we operate, or any treaty
adopted or amended at the international level that restricts  emissions of greenhouse gases could
require us to make significant expenditures that  we cannot  predict with certainty at this time.

We  believe that LNG carriers, which have the inherent ability to burn natural  gas to power the

ship, and in particular LNG carriers like certain of our  vessels  that utilize fuel-efficient diesel electric
propulsion, can be considered among  the cleanest of  large ships in terms of emissions and  very
adaptable to the usage of newly developed lower and/or zero  emission  fuels.

Ship Security Regulations

A number of initiatives have been introduced in recent  years  intended to enhance ship security.

On November 25, 2002, the Maritime Transportation  Security Act of 2002, (‘‘MTSA’’), was signed  into
law. To implement certain portions of the  MTSA, the  U.S.  Coast  Guard issued regulations in July 2003
requiring the implementation of certain security requirements aboard ships operating in  waters subject
to the jurisdiction  of the United States. Similarly, in December 2002, amendments to SOLAS  created a
new chapter of the convention dealing specifically with maritime  security. This new chapter came  into
effect in July 2004 and imposes various detailed security  obligations on  ships and  port  authorities, most
of which are contained in the newly created International Ship  and Port Facilities Security Code,
(‘‘ISPS Code’’). Among the various requirements are:

(cid:127) on-board installation of automatic information systems to enhance ship-to-ship and ship-to-shore

communications;

(cid:127) on-board installation of ship security alert systems;

(cid:127) the development of ship security plans; and

(cid:127) compliance with flag state security  certification requirements.

The U.S. Coast Guard regulations, intended to align  with international maritime security
standards, exempt non-U.S. ships from MTSA ship security measures, provided such ships have on
board a valid ‘‘International Ship Security  Certificate’’ that attests to the ship’s compliance with  SOLAS
security requirements and the ISPS Code. We have implemented the various  security measures required
by the IMO, SOLAS and the ISPS Code and have  approved ISPS  certificates and  plans certified by the
applicable flag state on board all our ships.

Legal Proceedings

We  have not been involved in any legal proceedings that we believe may have  a significant  effect

on our business, financial position, results of operations  or liquidity, and we  are not aware of any
proceedings that are pending or threatened  that may have a material  effect on  our  business,  financial
position, results of operations or liquidity. From  time to time, we may be subject to legal proceedings
and claims in the ordinary course of business, principally  property  damage, personal injury claims  and
commercial disputes. We expect that  these claims  would be covered by  insurance, subject  to  customary
deductibles. However, those claims, even if lacking merit,  could result in the  expenditure of significant
financial and managerial resources.

Taxation of the Partnership

Marshall Islands

Because we and our subsidiaries do not and will not conduct business  or  operations  in the
Republic of the Marshall Islands, neither we nor our  subsidiaries will  be  subject  to  income,  capital

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gains, profits or other taxation in the  Republic of the Marshall  Islands under current Marshall Islands
law, and we do not expect this to change  in the  future. As a result, distributions we receive from the
operating subsidiaries are not expected  to  be subject to Marshall Islands taxation.

United States

The following discussion is based on the Code, judicial  decisions, administrative pronouncements,
and existing and proposed regulations issued by the U.S.  Department  of  the Treasury, all of which are
subject to change, possibly with retroactive effect. This discussion does not address  any U.S. state or
local taxes. You are encouraged to consult your  own tax  advisor regarding  the particular U.S. federal,
state and local and foreign income and other tax  consequences of acquiring, owning and  disposing of
our  common units or Preference Units that may be applicable to you.

In General

We  have elected to be treated as a corporation for  U.S. federal income tax purposes.  As such,

except as provided below, we will be subject to U.S. federal income tax  on our income to the extent
such income is from U.S. sources or  is otherwise ‘‘effectively connected’’ with the  conduct  of  a trade or
business in the United States.

U.S. Taxation of Our Subsidiaries

Our subsidiaries have elected to be treated  as disregarded entities  for U.S. federal  income  tax
purposes. As  a result, for purposes of  the discussion  below, our subsidiaries are treated as branches
rather than as separate corporations.

U.S. Taxation of Shipping Income

We  expect that substantially all of our gross income will be attributable to  income  derived from the

transportation of LNG pursuant to the  operation of our  LNG carriers.  Gross income attributable to
transportation exclusively between non-U.S. ports is considered to be 100% derived from sources
outside the United States and generally  not subject  to  any U.S. federal income tax. Gross income
attributable to transportation that both begins and  ends in  the United  States, or  ‘‘U.S. Source  Domestic
Transportation Income’’, is considered to be 100% derived from sources within  the United  States  and
generally will be subject to U.S. federal  income  tax. Although there  can be no  assurance, we do not
expect to engage in transportation that  gives  rise to U.S. Source Domestic Transportation Income.

Gross income attributable to transportation, including shipping income, that either  begins or ends,

but that does not both begin and end,  in  the United  States  is considered  to  be  50% derived  from
sources  within the United States (such 50%  being ‘‘U.S.  Source International  Transportation Income’’).
Subject to the discussion of ‘‘effectively  connected income’’ below, Section  887 of the Code imposes on
us a 4% U.S. income tax in respect of our U.S.  Source  International Transportation Income (without
the allowance for deductions) unless  we  are  exempt from  U.S. federal income tax on  such income
under a tax treaty or the rules contained in  Section 883 of the Code.  The other 50%  of  the income
described in the first sentence of this paragraph would  not  be  subject to U.S. income tax.

For this purpose, ‘‘shipping income’’  means income that  is derived  from:

(i) the use of ships;

(ii) the  hiring or leasing of ships for use  on a  time, operating or  bareboat  charter basis;

(iii) the participation in a pool, partnership,  strategic alliance, joint operating  agreement or other
joint venture we directly or indirectly  own or participate  in that generates such  income; or

(iv) the performance of services directly related to those uses.

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We  do not expect to qualify for an exemption from such  U.S.  federal income tax under  a tax  treaty
nor do we expect to qualify for the exemption under Section 883 of the Code during  the 2021 tax year,
unless our general partner exercises the ‘‘GasLog option’’.

Our general partner, which is a wholly owned  subsidiary of GasLog, by virtue of its general partner

interest, has an option (the ‘‘GasLog  option’’), exercisable at  its  discretion, to cause  our  common
unitholders to permanently have the right  to  elect  a majority of our  directors. If  that  option were
exercised, we might qualify for an exemption from U.S. federal income  tax  on U.S. Source
International Transportation Income under Section 883 of the Code.  There  is no assurance, however,
that GasLog will exercise the GasLog option, which is necessary for us to qualify for  such exemption,
nor can we assure you that GasLog’s  exercise of the GasLog option would  be  sufficient for  us to
qualify for the exemption for our current  or any future tax  year.

For any tax year in which we are not entitled to the exemption under Section 883,  we would  be

subject to the 4% U.S. federal income tax under  Section 887 on our  U.S.  Source International
Transportation Income (subject to the discussion  of  ‘‘effectively  connected  income’’  below) for those
years. For 2020, our U.S. source gross transportation tax was $1.3 million.  In  addition, our U.S. Source
International Transportation Income that  is considered  to  be  ‘‘effectively connected’’ with the conduct
of a U.S. trade or business is subject  to  the  U.S. corporate income tax currently imposed  at rates of up
to 21% (net of applicable deductions).  In addition, we  may  be  subject to the 30%  U.S. ‘‘branch profits’’
tax on earnings ‘‘effectively connected’’  with the conduct of such trade or  business,  as determined after
allowance for certain adjustments, and  on  certain interest paid or deemed paid attributable to the
conduct of our U.S. trade or business.

Our U.S. Source International Transportation Income would be considered ‘‘effectively connected’’

with the conduct of a U.S. trade or business only if:

(i) we had, or were considered to have, a  fixed  place of business in the United States involved in

the earning of U.S. source gross transportation  income; and

(ii) substantially all of our U.S. source gross transportation  income was  attributable to regularly
scheduled transportation, such as the operation  of a ship that followed a published schedule
with repeated sailings at regular intervals between the same points for voyages that begin or
end in the United States.

We  believe that we will not meet these conditions because we  will not  have, or permit

circumstances that would result in having,  such  a fixed place  of  business in the United  States or any
ship sailing to or from the United States  on a  regularly  scheduled  basis.

Taxation of Gain on Sale of Shipping Assets

Regardless of whether we qualify for  the exemption under Section 883 of the  Code,  we will not be

subject to U.S. income taxation with  respect to gain realized on a sale of a ship, provided the sale is
considered to occur outside of the United  States (as determined  under U.S. tax  principles). In general,
a sale of a ship will be considered to  occur outside of the  United States for this purpose if title  to  the
ship (and risk of loss with respect to  the ship)  passes to the buyer outside  of the United  States. We
expect that any sale of a ship will be  so structured that it will be considered to occur outside of the
United States.

Other  Jurisdictions and Additional Information

For additional information regarding  the taxation of our  subsidiaries, see  Note 21 to our  audited

consolidated financial statements included elsewhere in  this  annual report.

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C. Organizational Structure

GasLog Partners is a publicly traded limited  partnership formed  in the Marshall  Islands on

January 23, 2014.

20FEB202103221021

As of February 25, 2021, we have 16 subsidiaries, one is incorporated in the  Marshall Islands  and
15 are  incorporated in Bermuda. Of  our  subsidiaries, 15 own  vessels  in our fleet. Our  subsidiaries  are
wholly owned by us. A list of our subsidiaries is set  forth in Exhibit  8.1 to this annual report.

D. Property, Plant and Equipment

Other than our ships, we do not own any material  property.  Our vessels are subject to priority
mortgages, which secure our obligations under our  various credit facilities. For information on  our
vessels, see ‘‘Item 4. Information on  the  Partnership—B.  Business Overview—Our Fleet’’. For further
details regarding our credit facilities, refer  to  ‘‘Item 5. Operating  and Financial Review and  Prospects—
B. Liquidity and Capital Resources—Credit Facilities’’.

ITEM 4.A. UNRESOLVED STAFF  COMMENTS

Not applicable.

ITEM 5. OPERATING AND FINANCIAL  REVIEW  AND PROSPECTS

The following discussion of our financial condition and results of  operations should be read in

conjunction with the financial statements  and the  notes  to those  statements included elsewhere in this
annual report. This discussion includes forward-looking statements  that  involve risks and uncertainties. As a
result of many factors, such as those set forth  under  ‘‘Item 3. Key  Information—D. Risk  Factors’’ and

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elsewhere in this annual report, our actual results  may differ  materially from  those anticipated in these
forward-looking statements. Please see the section  ‘‘Forward-Looking Statements’’ at the  beginning of this
annual report.

Our IFRS Common Control Reported Results represent  the results of  GasLog Partners as an entity
under the common control of GasLog. The  transfer of two vessels from GasLog to the Partnership  in  April
and November 2018, respectively, and  the transfer of one vessel  from GasLog to the Partnership in April
2019 were each accounted for as a reorganization of entities under common control  under IFRS.
Accordingly, the annual consolidated financial statements and  the accompanying discussion under ‘‘Results
of Operations’’ include the accounts of  the Partnership  and its subsidiaries assuming that they are
consolidated from the date of their incorporation by GasLog, as they were under the common  control of
GasLog.

We manage our business and analyze and report our results of operations in a single segment.

Overview

Since our IPO in May 2014, we have  been a growth-oriented limited partnership focused on
acquiring, owning and operating LNG carriers engaged in LNG transportation  under multi-year
charters,  growing our fleet from three  vessels  at the  time of  our IPO to 15  today, of  which ten have
TFDE propulsion technology and five  are  Steam vessels. However, our  cost of equity  capital has
remained elevated for a prolonged period  and has prohibited us  from raising, on acceptable  terms, the
capital required to continue growing  our  assets and our cash flows with  the last vessel acquisition
completed in April 2019. Since December 31, 2019,  a number of increasingly strong negative indicators
in the LNG shipping market, exacerbated  by the COVID-19 pandemic caused us to record  a non-cash
impairment loss against our five Steam vessels in  the year ended December 31, 2019 and four of  our
five Steam vessels in the year ended  December 31, 2020. In addition, the Partnership reduced its
quarterly common unit distribution to  $0.125 in the first quarter of 2020 from $0.561 per unit for  the
fourth quarter 2019, followed by a further  reduction  to  $0.01 per common unit beginning with the third
quarter of 2020. We are now focusing our  capital allocation  on debt repayment, prioritizing balance
sheet strength for 2021, in order to lower  our cash break-evens, reduce our cost of  capital and  further
enhance the Partnership’s competitive  positioning.

On November 10, 2020, we announced  our  intention to engage with an  independent advisor  to
assess its strategic alternatives. After a  comprehensive analysis  of  the Partnership’s corporate  structure,
assets, financial position, competitive  environment and  current and expected commercial market, we
have concluded that:

(cid:127) The Partnership will maintain its current corporate structure  with GasLog as its general partner;

(cid:127) The Partnership will continue to pursue an independent  commercial and  operational strategy of

owning,  operating, and acquiring LNG carriers; and

(cid:127) Strategy remains an ongoing focus of  our  board of  directors and we  are open to entertaining all
value-enhancing options for the business as we continue  to  reduce debt  and  enhance liquidity.

All of our vessels were contributed to us by, or acquired by us from, GasLog, which controls us
through its ownership of our general  partner. 12  of  our vessels have fixed charter terms, with an initial
duration of more than six months, expiring between June 2021  and  June 2026.  Seven of our vessels
currently operate under long-term time charters (defined  as charters with initial duration of more than
five years) with eight vessels trading in the  short-term spot market (defined as  vessels under contracts
with  initial  duration  of  less  than  five  years).  On  redelivery,  the  vessels  will  operate  in  the  short-term
spot market unless we are able to secure  new  long-term time charters.  One  of  our  vessels  is chartered
to Gunvor under a term charter expiring  in November 2022 with  a  variable rate  of  hire indexed  to

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broker  estimates  of  LNG  shipping  spot  rates  for  vessels  of  the  same  class  and  subject  to  minimum  and
maximum rates of  hire. The charters on  three TFDE vessels will expire in 2021.

We  intend to grow our fleet over time through  further  acquisitions of  LNG carriers and have

options and other rights under which we  may acquire additional LNG carriers from GasLog, as
described below. We believe that such  options and rights provide  us with  significant built-in growth
opportunities. We may also acquire vessels or other LNG infrastructure assets from  shipyards or other
owners. However, we cannot assure you  that we will make any particular acquisition or that, as  a
consequence, we will successfully grow  our distributions per common unit.  Among other things, our
ability to acquire additional LNG carriers or  other LNG  infrastructure assets will be dependent  upon
our  ability to raise additional equity and  debt financing.

Items You Should Consider When Evaluating Our Historical  Financial Performance  and Assessing Our
Future Prospects

Our results of operations, cash flows  and  financial position could  differ from those that would have

resulted if we operated autonomously  or  as an  entity  independent of GasLog in  the years for  which
historical financial data is presented  below, and  such data may not be indicative of our future  operating
results or financial performance.

You should consider the following facts  when evaluating  our historical results of operations and

assessing our future prospects:

(cid:127) Our results of operations, cash flows and financial position could differ  from those that would  have
resulted if we operated autonomously or as an entity independent of GasLog in the years for which
historical financial data is presented below, and such data may not be indicative  of  our future
operating results or  financial performance. We have historically grown our fleet through the
acquisition of vessels from GasLog. The  annual  consolidated financial statements  and our
historical financial and operating data under  ‘‘IFRS Common Control Reported  Results’’ include
the accounts of the Partnership and its subsidiaries assuming  that they  are consolidated from the
date  of their incorporation by GasLog, as they were  under the  common control of GasLog. As  a
result, the Partnership’s historical results  and net  assets were retroactively restated to reflect the
historical results of the acquired entities  from their respective  dates of incorporation by GasLog.
The carrying amounts of assets and liabilities included  are based on the  historical carrying
amounts of such assets and liabilities recognized by the  subsidiaries. Consequently, there may  be
significant differences between our reported results and net assets under IFRS  compared to our
Partnership Performance Results which exclude amounts related to vessels currently owned by
the Partnership for the periods prior to their respective transfers to GasLog Partners  from
GasLog, as the Partnership was not entitled to the  cash or  results generated  in the periods prior
to such transfers.

(cid:127) Our fleet consists of 15 LNG carriers. We have eight  vessels  operating in the short-term spot market
(defined as vessels under contracts of an initial duration of less  than five years). Furthermore, the
long-term charters (defined as charters of an initial  duration  of more  than five years) on  two of our
TFDE vessels will expire in 2021. We continue to pursue opportunities for new  multi-year
charters  with third parties for all these vessels, but  we may  have difficulty  in securing  new
charters  at attractive rates and durations. We currently expect these vessels to operate in the
spot market for a potentially significant  period of time. The spot market is highly competitive
and subject to significant fluctuations in utilization and  charter rates.  Furthermore, advances  in
LNG carrier technology and the relatively large number of new, modern  vessels ordered  in the
last two years may negatively impact  our  ability to recharter our vessels trading  in the spot and
short-term market on attractive rates and may result  in lower charter  rates and lower levels of
utilization for our Steam vessels in particular. If we are unable  to  secure employment for  a

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vessel, we will not receive any revenues from  that vessel  and  we will be required to pay expenses
necessary to maintain the vessel in proper operating condition  as well  as to service the debt
attached to that vessel.

(cid:127) Our future capital needs are uncertain  and we  may need to  raise additional funds  in the future. We
may need to raise additional capital to maintain, replace and expand the operating capacity  of
our  fleet, fund our operations, meet our  debt  service obligations  and pay distributions to our
common and preference unitholders. Our  future funding  requirements will depend on  many
factors, including the cost and timing  of vessel acquisitions,  the cost of maintaining our  existing
fleet, the cost of retrofitting or modifying existing ships as a result of technological advances,
changes in applicable environmental or other regulations or standards, customer requirements or
otherwise. Despite the fact that we currently have no debt maturities until 2024, our ability to
obtain bank financing or to access the  debt or equity capital markets may be limited  by  our
financial condition at the time of any  such financing or  offering,  as well as by adverse market
conditions that are beyond our control. If we raise  additional funds by issuing equity  or equity-
linked securities, our unitholders may experience dilution or reduced  distributions per unit.
Inability to secure bank financing or access the capital  markets  could have a material adverse
effect on our business, or financial condition, results of operations and cash flows, including cash
available for distributions to our unitholders.

(cid:127) While our revenues are variable as a function of the utilization  and  earnings  of our vessels trading in

the spot and short-term market and under variable rate charters, our  costs are  largely of a  fixed
nature. In 2020, 72.9% of our revenues were earned under  long-term charters with an initial
duration  of  more  than  five  years).  In  2021,  this  percentage  will  fall  to  68.1%,  assuming  that  we
do not enter into any new long-term  charters. As a result, our  revenues are  likely to be more
volatile than has historically been the  case  when substantially  all of our fleet operated under
such long-term charters. On the other hand, the majority of our costs, comprising vessel
operating costs, general and administrative expenses  and  the costs of servicing our debt, are
largely fixed in nature. Consequently, our  results of operations and cash flows  are likely to be
increasingly volatile as a function of the growing  share of our revenues which  are exposed to the
fluctuations of utilization and charter rates in the spot  and  short-term  market.

Industry Overview and Trends

Energy Prices

As referenced in ‘‘Item 3. Key Information—Risk Factors’’, oil prices, as measured by the spot

price of Brent crude oil, experienced  continued volatility during 2020,  trading within a range  of
approximately $19 per barrel to $69  per  barrel. During 2020, oil prices were  pressured for much  of the
year by lower demand following the COVID-19 pandemic, particularly for transportation related oil
products such as jet fuel. In response, members of the  Organization of Petroleum Exporting Countries
(‘‘OPEC’’) reduced output of crude oil and a record number of oil drilling rigs were idled  in the
United States. After reaching a bottom  of $19 per barrel in March, oil prices have recovered by 168%
and ended the year at approximately $52  per  barrel as oil production  cuts  and a  favorable economic
outlook following the distribution of  several  COVID-19 vaccines around  the world  have worked to
balance the market. In early 2021, spot  oil prices  have continued  to  recover.  As of February 25, 2021
Brent  crude  oil  was  quoted  at  approximately  $66  per  barrel  compared  to  $52  per  barrel  at
December 31, 2020 and $56 per barrel at  the same time last year.

Similarly, global natural gas prices were  under sustained pressure  for most of 2020. Natural gas
prices in the import regions of Europe, as measured  by  the Title Transfer Facility  (‘‘TTF’’), averaged
$3.25 per million British Thermal Units  (‘‘MMBtu’’)  in 2020  while in  Asia, the Japan Korea Marker
(‘‘JKM’’) averaged $4.22 per MMBtu. Both hit multi-year lows during  the year.  Meanwhile,  gas prices

78

in the United States, as measured by the  Henry  Hub (‘‘HH’’)  benchmark,  averaged $2.13  per  MMBtu
and also reached multi-year lows during  the summer.  Global gas prices  were  impacted  by  lower
industrial demand following the COVID-19 pandemic, particularly during  the second and  third
quarters, as well as increasing gas production in export markets such  as the United States. In addition,
a warmer than average 2019/20 winter in the Northern Hemisphere kept  inventories  in Europe and
parts of Asia above their 5-year averages  to start the year and  the start-up of new  LNG export  capacity
during 2020 and the ramp up of facilities which began production in  2019 added new supply to the
market.

Beginning late in the third quarter, TTF and JKM rose strongly ahead of the  winter season in the
Northern Hemisphere and ended 2020 at their highest levels of the year,  $6.87 per MMBtu  and $14.30
per  MMBtu, respectively. The rise in import  prices in Northern Asia and Europe  was driven by a
colder than average start to the winter  season, supply  outages  in LNG  production facilities, particularly
in Australia and Norway, and delays at  the Panama Canal which  diverted some shipments  of LNG to
Asia around the Cape of Good Hope, adding additional delivery time. The recovery in  LNG prices
continued into the start of 2021 where JKM reached over $30  per  MMBtu in  early January,  setting a
new all-time record.

International gas prices have moderated  since the beginning of  2021 as procurement for the

Northern Hemisphere winter wanes;  however, import  prices remain well  above the levels observed
during the same period in 2020. As of  February 25, 2021,  natural  gas prices were quoted  at
approximately $5.67 per MMBtu for  TTF compared to $2.88 per MMBtu at  the same time last  year
and at approximately $5.80 per MMBtu  for JKM compared  to  $2.90 per MMBtu  at the same time  last
year. By contrast, the price recovery  of spot Henry  Hub in  the U.S., has been less dramatic, quoted  at
$2.76 per MMBtu as of February 25,  2021 compared to $1.83 at the same  time last year.

While the majority of LNG volumes are sold under long-term contracts with  prices linked to the
price of crude oil, we believe that the difference  in delivered gas prices between import markets in Asia
and the Atlantic Basin and export costs from the U.S. is  a significant  driver  of spot LNG trade, as the
differential incentivizes natural gas marketers and buyers to ship LNG over  longer distances. The
recent rise in Asian and European gas  prices  referenced above  have resulted in  a differential  currently
wide enough to incentivize inter-basin trade and gas price futures imply that the inter-basin arbitrage
opportunity may exist periodically in coming months and years, potentially  leading  to  longer voyages for
LNG cargoes and, all else equal, increasing the  demand for spot LNG shipping.

LNG Supply

According to Wood Mackenzie, global seaborne trade of LNG was 365 million tonnes (‘‘mt’’) in

2020, an increase of 1% over 2019. During the year, new production capacity started in the  United
States at Cameron Trains 2 and 3,Freeport  Train 3  and Corpus Christi Train 3 as  well as Elba  Island.
Supply from existing liquefaction facilities in Russia also increased.  Meanwhile,  downtime and/or
underperformance at existing facilities in  Australia and Norway  partially offset these gains.  In  addition,
the COVID-19 pandemic, combined with low  import prices in Europe and Asia, saw  the cancellation of
approximately 15 mt of supply during the second and  third  quarters  of 2020, primarily out of the US
and Egypt.

LNG supply is projected to rise 4% to  approximately  385 mt in  2021, according to Wood
Mackenzie. This expected growth is driven  by the ramp-up of new supply commissioned in  2020 and
new capacity scheduled to come on stream in 2021.  In  addition, current forward  curves  for natural gas
and LNG as well as a rebound in global oil prices and global economic  activity following the
COVID-19 pandemic, indicate fewer cargo  cancellations,  particularly out of the US, in the  shoulder
months of the second and third quarters  of 2021.

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During  2020,  only  1  new  LNG  liquefaction  project,  Sempra  Energy’s  Costa  Azul  LNG  project  in
Mexico,  capacity  of  approximately  3.25  mtpa  reached  Final  Investment  Decision  (‘‘FID’’),  the  lowest
amount of new capacity in 22 years. As of February 25,  2021, one project has reached FID in 2021,
Qatar’s North Field Expansion Project which was sanctioned on February 8, 2021. The project
anticipates the construction of 4 new trains with a  combined capacity of  33 mtpa. Should any further
projects take FID, incremental LNG  shipping  capacity is likely to be required  to  transport the LNG
produced by these projects. Nonetheless,  there  can be no assurance  that any  of  these  projects  will take
FID or, if one or more FIDs are taken,  that  incremental shipping will be  contracted  or that GasLog
will be successful in securing renewed or new charters at attractive rates and durations  to  meet such
LNG shipping requirements.

LNG Demand

According to Wood Mackenzie, LNG  demand increased  by 1%, to 354 mt in 2020 from 350 mt in

2019. China accounted for much of the growth, adding demand for approximately 7 mt  in 2020, an
increase of 11% over 2019. Indian demand  grew by 3 mt or 13% in  2020 to approximately 25 mt  while
demand from Turkey was up 1.7 mt or  19%. Meanwhile demand from Japan, Northwest Europe and
South Korea declined by 3 mt, 1mt and  1 mt, respectively, declines of 4%,  3% and 2% over 2019.
During  2020, 37 mtpa of long-term (defined as greater than 5 years duration) off-take  commitments
have been agreed, according to Wood  Mackenzie, a positive  indicator for future  LNG demand.

Wood  Mackenzie forecasts global LNG demand growth of  over 88 mt between 2021 and  2026, a

compound annual growth of approximately 4%. This growth  is expected to be broad-based, with South
East Asia (excluding India) accounting  for approximately 65% and China, Latin America and India
expected to account for 26%, 5% and  9%, respectively.

LNG Shipping Rates and Chartering Activity

In the LNG shipping spot market, TFDE headline rates, as  reported by  Clarksons, averaged
$59,000 per day in 2020, a 16% decrease  year-on-year. Low  gas prices  during much of 2020 limited the
arbitrage opportunity for transporting  LNG between the  Atlantic and Pacific  basins, particularly in the
first 9 months of the year. However, the market balance  tightened in  the fourth  quarter  of  2020, as
evidenced by the sharp increase in TFDE  headline  rates to an annual peak  of  $145,000 per day in
December, following a marked decrease  in spot ship availability. According  to  Poten, 54  term charters
between 12 months and seven years were  reported in 2020,  a  decrease of 14% over 2019, of  which 24
were for TFDE vessels and 13 were for  Steam vessels. The term charter market  for Steam vessels
continues to be significantly less liquid  than that for TFDEs.

Clarksons  assesses  headline  spot  rates  for  TFDE  and  Steam  LNG  carriers  at  $46,500  per  day  and

$30,000 per day, respectively as of February 19, 2021. The COVID-19  pandemic continues to create
uncertainty regarding near-term demand  for LNG. In  addition, spot rates may be prone to further
periods of seasonality and volatility similar  to  those seen  in recent years. Accordingly, there is  no
guarantee that LNG shipping spot rates will stay at  or near  current levels or return to the  levels
experienced in the fourth quarters of  the last three years, which could  harm our business, financial
condition, results of operations and cash  flows, including cash  available for  distributions to unitholders.

Delays to the start-up, or unexpected  downtime,  of LNG supply  projects  or significant  further

orders of  new LNG carriers may weaken the  supply/demand balance  for  LNG shipping. Reduced
demand for LNG or LNG shipping, or  any reduction or limitation in LNG production capacity, or
significant increases in LNG shipping  capacity, could have a material adverse effect on our ability to
secure future time  charters at attractive  rates and durations for new  ships we may order or acquire,  or
upon expiration or early termination  of our current charter  arrangements,  which could harm our
business, financial condition, results of operations and cash flows,  including  cash available for

80

distributions to unitholders, as well as our ability  to  meet  certain of our debt covenants. A sustained
decline  in charter rates could also adversely  affect the  market  value  of our  ships,  on which certain of
the ratios and financial covenants with  which we are required to comply are  based.

Global LNG Fleet

According to Poten, as of February 26, 2021, the global fleet  of dedicated LNG  carriers

(>100,000  cbm)  consisted  of  538  vessels  with  another  112  LNG  carriers  on  order,  of  which  86  vessels
(or 77%) have multi-year charters. Poten  estimates that a  total  of 44 LNG carriers are due to be
delivered  in  the  remainder  of  2021,  with  13  of  these  in  the  remainder  of  the  first  half  of  the  year.  In
2020, 35 orders for LNG carriers were placed,  as estimated by Poten. Newbuild  ordering  saw  a decline
relative to 2019 and 2018. We believe  that the growing  global demand for natural  gas, especially in
Asia, increasing supply from the U.S.  and  other  regions, and  other LNG market trends,  including
increased trading of LNG, should support  the existing order backlog  for vessels and should also drive a
need for additional LNG carrier newbuildings.  Finally, the scrapping  of  older and less efficient vessels,
the conversion of existing vessels to FSRUs or FSUs and/or  employing LNG carriers  for short-term
storage purposes in order to exploit arbitrage opportunities could  reduce the availability  of LNG
carriers on the water today. However,  various  factors, including changes in prices of  and demand  for
LNG, can materially affect the competitive dynamics that  currently exist and  there can  be  no assurance
that this need for additional carriers  will materialize or  that GasLog will be successful in securing
renewed or new charters at attractive  rates and durations to meet such  LNG shipping  requirements.

The statements in this ‘‘Industry Overview and Trends’’ section are  forward-looking statements
based on management’s current expectations and certain material assumptions and, accordingly,  involve
risks and uncertainties that could cause actual results, performance and outcomes to differ materially
from those expressed herein. See ‘‘Item 3. Key Information—D. Risk Factors’’ of this annual  report.

A. Operating Results

Factors Affecting Our Results of Operations

We  believe the principal factors that  will affect our future results  of  operations include:

(cid:127) the supply and demand for LNG shipping services and  the number of vessels available in the

short-term or spot LNG carrier charter market;

(cid:127) our  ability  to  secure  future  employment,  at  economically  attractive  rates,  for  the  eight  vessels

with charters expiring in 2021 and 2022 which includes three of our five Steam vessels;

(cid:127) our ability to raise, on acceptable terms, the equity  and debt financing  required to fund the

expansion of our fleet by accessing the  drop-down pipeline at GasLog  and/or by acquiring LNG
infrastructure assets from third parties;

(cid:127) our ability to obtain acceptable financing in respect  of  our capital and refinancing commitments;

(cid:127) our ability to maintain good working relationships  with our customers and our  ability to increase

the number of our customers through the development  of  new working relationships;

(cid:127) the performance of our charterers;

(cid:127) the effective and efficient technical  and operational  management of our ships;

(cid:127) our ability to obtain and maintain regulatory approvals and to satisfy  technical, health, safety  and

compliance standards that meet our customers’  requirements;  and

(cid:127) economic, regulatory, political and governmental  conditions that affect the LNG and LNG

shipping industries, which include geopolitical factors such as  the imposition of trade  tariffs and

81

changes in the number of new LNG  importing countries  and  regions, as well as structural LNG
market changes impacting LNG supply  and demand.

In addition to the general factors discussed above, we believe certain specific factors have

impacted, or will impact, our results of operations. These factors include:

(cid:127) the hire rate earned by our ships including  any of  our  ships that may  trade in the  short-term or

spot  market  if  we  are  unable  to  secure  new  long-term  charters;

(cid:127) unscheduled off-hire days;

(cid:127) the level of our ship operating expenses, including  the costs of crewing, insurance and

maintenance;

(cid:127) our level of debt, the related interest expense  and the  timing of required payments  of  principal;

(cid:127) mark-to-market changes in derivative financial instruments and foreign currency fluctuations;

and

(cid:127) the  level  of  our  general  and  administrative  expenses,  including  costs  of  consultants.

See ‘‘Item 3. Key Information—D. Risk  Factors’’ for a  discussion of certain risks inherent in our

business.

Principal Components of Revenues and Expenses

Revenues

Our revenues are driven primarily by the number of LNG carriers in our fleet, the  amount  of daily

charter hire that they earn under time charters and the number  of  operating days during which they
generate revenues. These factors, in turn,  are  affected by our decisions relating to ship acquisitions and
disposals, the amount of time that our  ships  spend in dry-dock undergoing repairs, maintenance and
upgrade work, the age, condition and technical specifications of our ships,  as well as the relative  levels
of supply  and demand in the LNG carrier charter market.  Under the  terms of some of our time  charter
arrangements, the operating cost component  of  the daily hire rate is intended to correspond to the
costs of operating the ship. Accordingly, we  will  receive additional revenue under such  a time  charter
through an annual escalation of the operating cost component of the daily hire rate. We believe these
adjustment provisions can provide substantial protection against significant operating cost increases. See
‘‘Item 4. Information on the Partnership—B. Business Overview—Ship  Time Charters—Hire Rate
Provisions’’ for a more detailed discussion of the  hire rate provisions  of our charter  contracts.

Our LNG carriers are employed through time  charter  or spot  charter contracts. Revenues under

our  time charters are recognized when  services are performed,  revenue is earned and the collection  of
the revenue is reasonably assured. The  charter hire  revenue  is recognized on a  straight-line  basis over
the term of the relevant time charter.  We  do  not recognize revenue during days when the ship is
off-hire, unless it is recoverable from  insurers. Advance  payments under time  charter contracts are
classified as liabilities until such time as  the criteria for recognizing the revenue are met.

Net Pool Allocation

The vessel participating in the Cool Pool (until June 23, 2019, when  GasLog Partners exited the
Cool Pool) received a net allocation from  the  pool,  which was recognized separately in the consolidated
statement of profit or loss and represented GasLog Partners’ share of the  net revenues  earned from the
other pool participants’ vessels less the other  participants’ share of the  net revenues  earned by GasLog
Partners’  vessels included in the pool.  Each participant’s share  of  the net pool  revenues was  based on
the number of pool points attributable to its  vessels  and  the number  of days such  vessels  participated  in
the pool.

82

Voyage Expenses and Commission

Under our time charter arrangements, charterers bear  substantially  all voyage  expenses, including

bunker fuel, port charges and canal tolls, but not commissions. Commissions are recognized as  expenses
on a pro rata basis over the duration of a time charter.  Bunkers’ consumption recognized  under Voyage
expenses and commissions represents  bunkers consumed during vessels’ unemployment  and off-hire
periods.

Vessel Operating Costs

We  are generally responsible for ship operating expenses,  which include  costs for crewing,

insurance, repairs, modifications and maintenance, lubricants, spare parts  and consumable stores, vessel
surveys  and inspections and other miscellaneous expenses, as well as the associated  cost of providing
these items and services. However, as  described above,  the hire rate provisions of our time charters are
intended to reflect the operating costs  borne by us in some cases. The charters on two  vessels in our
fleet contain provisions that are designed to reduce our exposure  to  increases in operating costs,
including review provisions and cost pass-through  provisions. Ship operating expenses are recognized as
expenses when incurred.

Depreciation

We  depreciate the cost of our ships on the basis of two components: a vessel  component  and a
dry-docking component. The vessel component is depreciated on a  straight-line basis over the expected
useful life of each ship, based on the  cost  of the ship less its estimated residual value. We estimate  the
useful lives of our ships to be 35 years  from  the date of delivery from the  shipyard. Management
estimates residual value of its vessels  to  be  equal to the product of its lightweight tonnage (‘‘LWT’’)
and an estimated scrap rate per LWT,  which represents  our estimate of the market value of the ship at
the end of its useful life.

We  must periodically dry-dock each of our ships for inspection, repairs  and  maintenance and any

modifications to comply with industry  certification  or governmental requirements. All  our ships  are
required to be dry-docked for these inspections at  least once every  five  years. At  the time  of  delivery of
a ship, we estimate the dry-docking component of the cost  of the ship, which represents the estimated
cost of the ship’s first dry-docking based  on our historical experience with similar types  of ships. The
dry-docking component of the ship’s cost  is  depreciated over five years, in the case  of  new ships, and
until the next dry-docking for secondhand  ships, which is  performed  within five years from the vessel’s
last dry-docking unless the Partnership determines to dry-dock  the ships at  an earlier date. In  the event
a ship is dry-docked at an earlier date, the unamortized dry-docking component is written off
immediately.

General and Administrative Expenses

General and administrative expenses  consist primarily of legal  and other professional fees, board of

directors’ fees, share-based compensation expense, directors’ and  officers’ liability insurance, travel and
accommodation expenses, commercial  management  fees  and  administrative fees payable  to  GasLog.

Impairment Loss on Vessels

All vessels are reviewed for impairment  whenever  events or changes in circumstances indicate that

the carrying amount of an asset may not  be  recoverable. Whenever the  carrying amount of a vessel
exceeds its recoverable amount, an impairment loss is recognized in the  consolidated  statement  of
profit or loss. The recoverable amount is  the  higher of a vessel’s fair value less cost  of  disposal and
‘‘value in use’’. The fair value less cost of  disposal is the  amount  obtainable from the  sale of  a vessel in
an arm’s length transaction less the costs of disposal, while ‘‘value in use’’ is the  present  value of

83

estimated future cash flows expected  to  arise from  the continuing use  of  a vessel and  from its  disposal
at the end of its useful life. Recoverable  amounts  are estimated for individual vessels.  Each vessel is
considered to be a single cash-generating  unit. The  fair value less  cost of disposal of the  vessels  is
estimated from market-based evidence  by appraisal that  is normally undertaken by professionally
qualified brokers.

Financial Costs

We  incur interest expense on the outstanding indebtedness  under our credit facilities and  the swap

arrangements, if any, that qualify for  treatment as  cash flow hedges for financial reporting purposes,
which  we include in our financial costs.  Financial  costs also include amortization of other loan issuance
costs incurred in connection with establishing our credit facilities.

Interest expense and amortization of loan issuance costs are expensed as  incurred.

Financial Income

Financial income consists of interest  income, which  will  depend on the level of our cash  deposits,

investments and prevailing interest rates.  Interest income is recognized on an  accrual  basis.

Loss on  Derivatives

Any gain or loss derived from the movement  in the fair  value of the derivatives (interest rate
swaps and forward foreign exchange  contracts) that  have not been designated as hedges, the  ineffective
portion of changes in the fair value of the derivatives that meet hedge accounting  criteria, realized
gain/loss on derivatives held for trading,  and  the amortization of the  cumulative unrealized  loss for the
derivatives in respect of which hedge  accounting was  discontinued, if any, are presented as  gain or loss
on derivatives in our consolidated statements of profit  or loss.

Results of Operations

Our results set forth below are derived from the annual  consolidated  financial  statements of the
Partnership. Prior to the closing of our IPO, we  did not own  any  vessels.  The transfer of  two vessels
from GasLog to the Partnership in April  and November  2018, respectively,  and the  transfer  of one
vessel from GasLog to the Partnership  in  April 2019  were each  accounted for as reorganizations  of
entities under common control under IFRS. The consolidated financial  statements include  the accounts
of the Partnership and its subsidiaries assuming that they are consolidated from  the date  of  their
incorporation by GasLog as they were under the common control of GasLog.

The Partnership’s historical results were retroactively restated to reflect the historical results  of

these acquired entities during the periods  they  were owned by  GasLog.

Certain numerical figures included in  the below tables have  been rounded. Discrepancies in tables

between totals and the sums of the amounts listed may occur  due to such rounding.

84

Year ended December 31, 2019 compared  to  the  year  ended December 31, 2020

Statement of profit or loss
Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net pool allocation . . . . . . . . . . . . . . . . . . . . . . . . . .
Voyage expenses and commissions . . . . . . . . . . . . . . .
Vessel operating costs . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses . . . . . . . . . . . . .
Impairment loss on vessels . . . . . . . . . . . . . . . . . . . .

IFRS Common Control Reported
Results

2019

2020

Change

(in thousands of U.S. dollars)

378,687
1,058
(7,308)
(76,742)
(89,309)
(19,401)
(138,848)

333,662

(45,025)
— (1,058)
(3,135)
(10,443)
1,944
(74,798)
6,251
(83,058)
(18,960)
441
(23,923) 114,925

Profit from operations . . . . . . . . . . . . . . . . . . . . . . .

48,137

122,480

74,343

Financial costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial income . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on derivatives . . . . . . . . . . . . . . . . . . . . . . . . . .

(71,998)
1,887
(12,795)

(50,987)
295
(14,929)

21,011
(1,592)
(2,134)

(Loss)/profit for the year . . . . . . . . . . . . . . . . . . . . .

(34,769)

56,859

91,628

(Loss)/profit attributable to Partnership’s operations .

(37,419)

56,859

94,278

During  the year ended December 31,  2019, we  had  an average of 15.0 vessels  operating in  our

owned fleet having 5,397 operating days while during  the year ended  December 31, 2020, we had  an
average of 15.0 vessels operating in our  owned  fleet  having 5,186 operating days.

Revenues: Revenues decreased by $45.0 million, or  11.9%, from $378.7 million  for the  year  ended

December 31, 2019 to $333.7 million for  the  year ended December 31, 2020. The decrease is mainly
attributable to the expirations of the initial multi-year time charters of the Methane Jane Elizabeth, the
Methane Alison Victoria, the Methane Rita Andrea, the Methane Shirley Elisabeth and the 18-month time
charter of the GasLog Sydney (which were contracted at higher rates  compared to their current
contracted rates) and also due to increased off-hire days for scheduled dry-dockings. The Methane Jane
Elizabeth has been re-chartered to Trafigura in November 2019  and subsequently on charter with
Cheniere since November 2020, the Methane Shirley Elisabeth with JOVO since July 2020 and the
Methane Alison Victoria with CNTIC VPower since October 2020,  while the Methane Rita Andrea and
the GasLog Sydney have been trading in the spot market under contracts of up to six months,  since
April 2020 and June 2020, respectively. As  a  result,  the average daily  hire rate  decreased  from $70,161
for the year ended December 31, 2019 to $64,339 for  the  year ended December 31,  2020.

Net Pool Allocation: Net pool allocation was $1.1 million during the  year ended December 31,

2019 and nil during the year ended December 31, 2020. The net  pool allocation represented the
adjustment of the net results  generated by the GasLog Shanghai in accordance with the pool
distribution formula before exiting the Cool  Pool on  June  23, 2019. GasLog Partners recognized nil
gross  revenues and nil gross voyage expenses and commissions  during  the year  ended December 31,
2020, from the operation of the  GasLog Shanghai which entered the Cool Pool in May 2018

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(December 31, 2019: $5.0 million and  $0.7 million, respectively). GasLog Partners’  total  net pool
performance is presented below:

For the year ended

December 31,
2019

December 31,
2020

Amounts in thousands of U.S. Dollars
Pool  gross revenues (included in Revenues) . . . . . . . . . . . . . . . . . . . . . . . .
Pool  gross voyage expenses and commissions (included in Voyage  expenses

4,994

and commissions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(672)

GasLog’s adjustment for net pool allocation  (included in Net pool

allocation) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

GasLog  Partners’ total net pool performance . . . . . . . . . . . . . . . . . . . . . . .

1,058

5,380

—

—

—

—

Voyage Expenses and Commissions: Voyage expenses and commissions increased by $3.1 million, or

42.5%, from $7.3 million for the year ended December  31, 2019 to $10.4  million  for the  year  ended
December 31, 2020. The increase in voyage expenses and commissions is mainly  attributable  to  an
increase in bunker consumption costs due to the  operation  of the Methane Alison Victoria and the
Methane Rita Andrea in the spot market in 2020.

Vessel Operating Costs: Vessel operating costs decreased by $1.9 million,  or 2.5%, from

$76.7 million for the year ended December 31, 2019  to  $74.8 million for the year ended December 31,
2020. The decrease in vessel operating costs is mainly attributable to savings achieved  as a result  of
management’s operating cost initiatives during the  year ended December  31, 2020. As a  result, daily
operating costs per vessel (after excluding  calendar  days for  the Solaris, the operating costs of which
are covered by the charterers) decreased from $15,018 per day during  the year ended December 31,
2019 to $14,598 per day during the year  ended December 31, 2020.

General and Administrative Expenses: General and administrative expenses decreased by

$0.4 million, or 2.1%, from $19.4 million  for  the year  ended  December  31, 2019 to $19.0  million for the
year ended December 31, 2020. The  decrease in  general  and  administrative  expenses is attributable to a
decrease of $1.2 million for services under  the administrative services agreement  with GasLog mainly
due to the decrease of the annual administrative  fees  in 2020 by  approximately  $0.1 million per vessel,
partially offset by an increase of $0.8  million in other  expenses  mainly due  to  restructuring costs
(increased amortization of share-based  compensation  due  to accelerated  vestings of relevant  awards
during 2020).

Impairment Loss on Vessels:

Impairment loss on vessels was $138.8 million for the year ended

December 31, 2019 and $23.9 million  for the  year ended December 31, 2020. The impairment loss for
the year ended December 31, 2019 was recognized with  respect to the Partnership’s Steam vessels  (the
Methane Rita Andrea, the Methane Jane Elizabeth, the Methane Alison Victoria, the Methane Shirley
Elisabeth and the Methane Heather Sally), as a result of the impairment assessment performed by the
Partnership for the entire fleet after concluding that events and  circumstances triggered  the existence  of
potential impairment of its vessels as  of  December 31, 2019. The impairment  loss for the year ended
December 31, 2020 was recognized as of  June 30, 2020  and December 31, 2020  with respect to four of
the Partnership’s Steam vessels (the Methane Rita Andrea, the Methane Alison Victoria, the Methane
Shirley Elisabeth and the Methane Heather Sally), after concluding that events and circumstances
triggered the existence of potential impairment of its vessels on  that date and is the  result of
anticipated increases in volatility in the  spot  charter market over the near term from COVID-19
pandemic-related impacts on LNG and  LNG  shipping demand.

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Financial Costs: Financial costs decreased by $21.0 million, or 29.2%, from  $72.0 million for the
year ended December 31, 2019 to $51.0  million  for the  year ended December  31, 2020. The  decrease in
financial costs is mainly attributable to a  decrease of $21.5 million in decrease in interest expense,
mainly due to the lower LIBOR rates prevailing  in 2020 compared to 2019. During the year ended
December 31, 2019, we had an average of  $1,396.0 million  of  outstanding indebtedness, with  a weighted
average interest rate of 4.5%, compared to an average  of $1,337.9 million of outstanding  indebtedness
with a weighted average interest rate of 3.1% during the  year ended December  31, 2020.

Loss on  derivatives: Loss on derivatives increased by $2.1 million, or 16.4%, from $12.8 million for

the year ended December 31, 2019 to  $14.9 million for the year ended December 31, 2020. The
increase is attributable to a net increase of $7.4 million in  realized loss on derivatives  held for  trading
(mainly due to the lower LIBOR rates prevailing in  2020 compared to 2019), partially offset by a net
decrease of $5.3 million in loss from the  mark-to-market valuation of the  derivatives which were  carried
at fair value through profit or loss.

(Loss)/Profit for the Year: There was an increase of $91.7 million, from a loss of $34.8 million for
the year ended December 31, 2019 to  a  profit  of $56.9 million for the year ended December 31,  2020,
mainly as a result of the aforementioned  factors.

(Loss)/Profit Attributable to the Partnership: There was an increase of $94.3 million, from a loss

attributable to the Partnership of $37.4 million for the year  ended  December 31, 2019 to a profit
attributable to the Partnership of $56.9 million for the year  ended  December 31, 2020.

The increase is mainly attributable to  a decrease  in impairment loss on  vessels  of $114.9 million
($138.8 million recognized in the fourth quarter of 2019 compared to $23.9 million in  the second and
fourth quarters of 2020) and a $19.3 million decrease  in financial costs, mainly  due  to  the decrease in
interest expense resulting from the lower  LIBOR rates  prevailing in 2020  compared to 2019,  partially
offset by a net decrease of $37.5 million  in revenues. The decrease in revenues  of $37.5 million was the
net result of a decrease of $45.1 million  primarily  due  to  the expirations of the initial  multi-year  time
charters  of the Methane Jane Elizabeth, the Methane Alison Victoria, the Methane Rita Andrea, the
Methane Shirley Elisabeth and the 18-month time charter of the  GasLog Sydney and also due to
increased off-hire days due to dry-dockings, partially offset by  an increase in  revenues of  $7.6 million
contributed by the GasLog Glasgow after its acquisition by the Partnership on April 1, 2019.

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Year ended December 31, 2018 compared  to  the  year  ended December 31, 2019

Statement of profit or loss
Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net pool allocation . . . . . . . . . . . . . . . . . . . . . . . . .
Voyage expenses and commissions . . . . . . . . . . . . . .
Vessel operating costs . . . . . . . . . . . . . . . . . . . . . . .
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . .
Impairment loss on vessels

IFRS Common Control Reported
Results

2018

2019

Change

(in thousands of U.S. dollars)

383,201
3,700
(7,506)
(73,697)
(87,584)
(19,754)

378,687
1,058
(7,308)
(76,742)
(89,309)
(19,401)
— (138,848)

(4,514)
(2,642)
198
(3,045)
(1,725)
353
(138,848)

Profit from operations . . . . . . . . . . . . . . . . . . . . . .

198,360

48,137

(150,223)

Financial costs . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial income . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on derivatives . . . . . . . . . . . . . . . . . . . . . . . . .

(72,714)
2,448
(48)

(71,998)
1,887
(12,795)

716
(561)
(12,747)

Profit/(loss) for the year . . . . . . . . . . . . . . . . . . . . .

128,046

(34,769)

(162,815)

Profit/(loss) attributable to Partnership’s operations .

102,597

(37,419)

(140,016)

During  the year ended December 31,  2018,  we had an average of 15.0 vessels  operating in  our

owned fleet having 5,275 operating days while during the year ended  December 31, 2019, we had  an
average of 15.0 vessels operating in our  owned fleet having 5,397 operating days.

Revenues: Revenues decreased by $4.5 million, or 1.2%,  from $383.2 million  for the  year  ended
December 31, 2018 to $378.7 million for  the  year ended December 31, 2019. The decrease is mainly
attributable to a net decrease of $10.3 million due  to  the  expiry of the  initial charters of the GasLog
Shanghai, the GasLog Santiago, the GasLog Sydney and the Methane Jane Elizabeth, which ended in
May 2018, June 2018, September 2018  and  October 2019, respectively. Following the expiry of their
initial charters, the GasLog Shanghai traded in the spot market through the  Cool Pool  until June 2019
and was subsequently rechartered to  Gunvor,  the GasLog Santiago began a new, multi-year charter with
Trafigura in August 2018, the GasLog Sydney began a new 18-month charter with Cheniere in
December 2018 and the Methane Jane Elizabeth was also rechartered to Trafigura in  November 2019.
This decrease was partially offset by an increase in  net revenues of $4.2 million due to the decreased
off-hire days for scheduled dry-dockings  and an increase  of $1.6 million from the  remaining  fleet.  As a
result, the average daily hire rate decreased from $72,645  for the year  ended December 31, 2018 to
$70,161 for the year ended December 31,  2019.

Net Pool Allocation: Net pool allocation decreased by $2.6 million, or 70.3%, from $3.7 million
during the year ended December 31, 2018 to $1.1  million during the year ended  December 31, 2019.
The net pool allocation represented the adjustment of the net  results generated  by  the GasLog
Shanghai in accordance with the pool distribution  formula before exiting the Cool  Pool on June 23,
2019. GasLog Partners recognized gross revenues and  gross voyage expenses and  commissions of
$5.0 million and $0.7 million, respectively,  from the operation of the GasLog Shanghai which entered

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the Cool Pool in May 2018 (December  31, 2018:  $11.5 million and $0.4 million, respectively). GasLog
Partners’  total net pool performance is  presented below:

Amounts in thousands of U.S. Dollars
Pool  gross revenues (included in Revenues) . . . . . . . . . . . . . . . . . . . . . . . .
Pool  gross voyage expenses and commissions (included in Voyage  expenses

For the year ended

December 31,
2018

December 31,
2019

11,475

4,994

and commissions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(443)

(672)

GasLog’s adjustment for net pool allocation  (included in Net pool

allocation) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

GasLog  Partners’ total net pool performance . . . . . . . . . . . . . . . . . . . . . . .

3,700

14,732

1,058

5,380

Voyage Expenses and Commissions: Voyage expenses and commissions decreased marginally  by
$0.2 million, or 2.7%, from $7.5 million  for the year ended December 31,  2018 to $7.3 million for the
year ended December 31, 2019, mainly due to a decrease in brokers’ commissions on revenues.

Vessel Operating Costs: Vessel operating costs increased by $3.0  million, or 4.1%, from

$73.7 million for the year ended December  31, 2018 to $76.7 million for the year ended December 31,
2019. The increase in vessel operating costs is  mainly attributable to increased technical  maintenance
expenses  during the year ended December 31,  2019, partially offset by a decrease  in crew  costs. Daily
operating costs per vessel (after excluding calendar days  for  the Solaris) increased from $14,422 per day
during the year ended December 31, 2018 to $15,018 per day  during  the year  ended December 31,
2019.

General and Administrative Expenses: General and administrative expenses  decreased by

$0.4 million, or 2.0%, from $19.8 million  for the year ended  December  31, 2018 to $19.4  million for the
year ended December 31, 2019. The  decrease in general and  administrative  expenses is attributable to a
decrease in administrative expenses of  $1.4 million for services under the administrative  services
agreement with GasLog mainly due to  the decrease of  the annual administrative fees in  2019 by
$0.1 million per vessel, partially offset by  an  increase of $1.0  million in other expenses,  mainly due to
increased foreign exchange differences.

Impairment Loss on Vessels:

Impairment loss on vessels was nil for the year ended December 31,
2018 and $138.8 million for the year  ended December 31, 2019.  The impairment loss was recognized
with respect to the Partnership’s Steam  vessels  (the Methane Rita Andrea, the Methane Jane Elizabeth,
the Methane Alison Victoria, the Methane Shirley Elisabeth and the Methane Heather Sally), as a result of
the impairment assessment performed  by the  Partnership for the  entire fleet after concluding that
events and circumstances triggered the existence  of potential impairment of its vessels as  of
December 31, 2019.

Financial Costs: Financial costs decreased by $0.7 million, or 1.0%, from  $72.7 million for the
year ended December 31, 2018 to $72.0  million  for the  year ended December  31, 2019. The  decrease in
financial costs is mainly attributable to a  decrease of $0.7 million in amortization  of  loan fees. During
the year ended December 31, 2018, we had an average of $1,449.1 million of outstanding indebtedness,
with a weighted average interest rate of 4.4%, compared  to  an average of  $1,396.0 million of
outstanding indebtedness with a weighted  average interest rate of 4.5% during the  year  ended
December 31, 2019.

Gain/(loss) on derivatives: Loss on derivatives increased by $12.8 million, from $0.0 million for the
year ended December 31, 2018 to $12.8  million  for the  year ended December  31, 2019. The  increase is

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attributable to a $12.4 million increase in  loss from the mark-to-market valuation of the derivatives
which  were carried at fair value through profit or loss and  a decrease of $0.4 million in realized gain on
derivatives held for trading.

Profit/(Loss) for the Year: Profit for the year decreased by $162.8 million,  from a  profit of
$128.0 million for the year ended December 31, 2018  to  a loss  of  $34.8 million for the year ended
December 31, 2019, as a result of the aforementioned factors.

Profit/(Loss) Attributable to the Partnership: Profit attributable to the Partnership  for the year
decreased by  $140.0 million from a profit of $102.6  million for the year  ended  December 31, 2018 to a
loss of $37.4 million for the year ended December 31, 2019.  The decrease is  mainly attributable to the
impairment loss of $138.8 million recognized  in the year ended  December 31, 2019, as  discussed above,
since the contributed profits from the acquisitions of the GasLog Gibraltar on April 26, 2018, the
Methane Becki Anne on November 14, 2018 and the  GasLog Glasgow on April 1, 2019 were almost
entirely offset by the performance of the  remaining fleet and an increase in  mark-to-market loss on
derivatives of $12.4 million.

Specifically, the profit attributable to the  Partnership  was mainly affected by (a)  an increase in
revenues of $66.2 million contributed by the GasLog Gibraltar, the Methane Becki Anne and the GasLog
Glasgow and a further increase of $4.2 million due to the  decreased  off-hire days  from scheduled
dry-dockings, partially offset by a decrease in revenues of $10.3 million from the  expiry of the  initial
charters  of the GasLog Shanghai, the GasLog Santiago, the GasLog Sydney and the Methane Jane
Elizabeth, (b) a decrease in the net pool allocation of $2.6  million, (c) an increase in  vessel  operating
costs attributable to the Partnership  of  $13.8 million, mainly attributable to the  operating costs  of the
aforementioned acquired vessels, (d)  an increase in depreciation  expense attributable to the  Partnership
of $14.7 million, also resulting primarily from the  aforementioned  acquisitions, and (e) the  impairment
loss of $138.8 million recorded in the  year ended December 31, 2019.

In addition, the profit attributable to the Partnership was further affected  by  (f) an increase in

financial costs attributable to the Partnership of $10.0 million, mainly due to increased financial costs
with respect to the aggregate outstanding  debt of  the GasLog Greece, the GasLog Geneva, the Solaris,
the GasLog Gibraltar and the Methane Becki Anne after their respective drop-downs to the Partnership
and (g) an increase in mark-to-market  loss on derivatives of $12.4 million.

The above discussion of revenues, net pool allocation, voyage expenses and commissions, operating

expenses, general and administrative  expenses and financial costs in relation to the Profit  Attributable
to the Partnership are non-GAAP measures that exclude amounts related to vessels currently owned  by
the Partnership for the periods prior to their respective transfer to GasLog Partners from GasLog. See
‘‘Item 3. Key Information—A. Selected  Financial Data—A.2. Partnership Performance Results’’ for
further discussion of these ‘‘Partnership  Performance Results’’ and a reconciliation to the most directly
comparable IFRS reported results (the  ‘‘IFRS  Common Control Reported Results’’).

Customers

For the year ended December 31, 2020, 72.9%  of  our revenues derived from subsidiaries of Shell.

Seasonality

The  revenues  of  our  vessels  employed  under  long-term  charter  arrangements,  were  not  significantly

impacted by seasonal trends during the year ended  December  31, 2020. However, our eight vessels
trading in the short-term spot market  (defined  as vessels under contracts  of an initial duration of less
than five years), including also our vessel  chartered under a variable market-linked rate of hire  within
an agreed range, are subject to seasonality  in spot rates which has been evident  in the LNG  shipping
market during 2020. To the extent that more of our vessels cease to be employed under long-term

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charter arrangements (defined as charters with  an initial  duration of  more  than five years)  in the
future, there will likely be some additional  seasonality  in our  revenues.

B. Liquidity and Capital Resources

We  operate in a capital-intensive industry and  we expect to finance the purchase of additional

vessels and other capital expenditures  through a combination of borrowings from commercial banks,
cash generated from operations and  debt  and equity financings, if any. In  addition  to  paying
distributions and potentially repurchasing common units,  our other liquidity requirements  relate  to
paying  our operating and general and  administrative expenses, servicing  our  debt, funding investments,
funding working capital and maintaining  cash reserves against fluctuations  in operating cash flows. Our
funding and treasury activities are intended to maximize investment  returns while maintaining
appropriate liquidity and complying with our financial  covenants under  our  debt facilities.

On January 29, 2019, the board of directors of GasLog Partners authorized a unit  repurchase
programme of up to $25.0 million covering the period January 31,  2019 to December 31, 2021. Under
the terms of the repurchase programme,  GasLog Partners may repurchase common units from time to
time, at its discretion, on the open market  or in privately negotiated transactions.

On February 5, 2020, the board of directors  of  GasLog Partners  authorized  a renewal of the  unit

repurchase programme taking the total authority  outstanding under  the programme  to  $25.0 million,  to
be utilized from February 10, 2020 to  December  31, 2021.

Since the authorization of the unit repurchase programme and  through December 31, 2020,
GasLog Partners has repurchased and cancelled a total of 1,363,062 units  at a  weighted  average price
of $17.50 per common unit for a total amount of  $23.9 million,  including commissions.

On July 16, 2020, GasLog Partners entered  into  a credit agreement of $260.3  million with BNP
Paribas, Credit Suisse AG and Alpha Bank S.A., each an original lender, with BNP Paribas acting as
security agent and trustee for and on behalf of  the other finance parties mentioned above, in order to
refinance the existing indebtedness due  in  2021  on three of its vessels (the  ‘‘GasLog Partners
$260.3M Facility’’). The facility will amortize  over ten equal semi-annual installments of $8.6  million
beginning in January 2021, with a final  balloon amount of  $174.4 million  payable concurrently  with the
last installment in July 2025. Interest  on  the facility will be payable at a rate of USD LIBOR plus  a
margin. The relevant amount of $260.3 million was drawn on  July 21, 2020, out  of which $258.5  million
was used to refinance the outstanding  indebtedness of GAS-twenty Ltd.,  GAS-seven Ltd. and
GAS-eight Ltd., the respective entities owning the Methane Shirley Elisabeth, the GasLog Seattle and the
Solaris. The existing loan facilities of the specified vessels were terminated.

Also, on July 16, 2020, GasLog Partners  entered into a  credit agreement of $193.7 million  with

DNB Bank ASA, London Branch, and  ING Bank  N.V.,  London Branch,  each  an original lender, with
DNB Bank ASA, London Branch acting  as security agent  and  trustee  for  and on behalf of the  other
finance party mentioned above, in order  to  refinance the  existing  indebtedness due in 2021 on three of
its vessels (the ‘‘GasLog Partners $193.7M Facility’’). The facility  will amortize over  ten equal
semi-annual installments of $8.6 million beginning in January 2021, with a final balloon  amount  of
$107.7 million payable concurrently with  the last installment in  July  2025. Interest on the facility will be
payable at a rate of USD LIBOR plus a margin.  An  amount  of $193.7 million was drawn down on
July 21, 2020, out of which $174.9 million was used to refinance the outstanding indebtedness of
GAS-nineteen Ltd., GAS-twenty one Ltd. and GAS-twenty  seven Ltd., the respective  entities owning
the Methane Alison Victoria, the Methane Heather Sally and the Methane Becki Anne. The existing loan
facilities of the specified vessels were terminated.

On May 16, 2017, GasLog Partners commenced  an ATM Programme  under  which the Partnership

may, from time to time, raise equity  through the  issuance  and sale of new  common units having an

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aggregate offering price of up to $100.0  million in accordance  with the  terms of an equity distribution
agreement entered into on the same  date. On November 3, 2017 and  February  26, 2019, the  size of the
ATM Programme was increased to $144.0  million and to $250.0 million, respectively.

No issuances of common units were  made under  the ATM Programme  in 2020. Since the

commencement of the ATM Programme through  December 31,  2020, GasLog  Partners has  issued and
received payment for a total of 5,291,304  common units, with cumulative  gross proceeds of
$123.4 million at a weighted average  price  of  $23.33 per unit  and  net  proceeds of  $121.2 million. In
connection with the issuance of common  units under the ATM  Programme  during  this  period, the
Partnership also issued 107,987 general partner units  to  its general partner. The net  proceeds from  the
issuance of the general partner units  were $2.5  million.

On June 24, 2019, GasLog and GasLog  Partners entered into an agreement, effective as  of
June 30, 2019, to modify the Partnership  Agreement, thereby eliminating  GasLog’s  IDRs. In exchange
for the IDRs, GasLog received 2,532,911 common units  and 2,490,000 Class B  units (of which 415,000
are Class  B-1 units, 415,000 are Class  B-2 units, 415,000 are Class  B-3 units, 415,000 are Class B-4
units, 415,000 are Class B-5 units and 415,000  are Class B-6 units), issued on June 30, 2019.  The
Class B units have all of the rights and obligations attached to the common units, except  for voting
rights and participation in earnings and  distributions until  such time  as GasLog  exercises its  right to
convert the Class B units to common units. On July  1, 2020, GasLog Partners  issued 415,000 common
units in connection with GasLog’s option to convert the first tranche  of its  Class  B units. The
remaining Class B units will become eligible for  conversion on  a  one-for-one basis into common  units
at GasLog’s option on July 1, 2021, July  1, 2022, July 1, 2023,  July  1, 2024 and July  1, 2025 for the
Class B-2 units, Class B-3 units, Class  B-4 units, Class B-5  units  and the Class B-6 units,  respectively.
Following the IDR elimination, the Partnership’s profit allocation is  based on the revised distribution
policy for available cash stated in the  Partnership Agreement as amended, effective June 30, 2019,  and
under which 98% of the available cash is distributed to the common unitholders  and 2%  is distributed
to the general partner.

In July 2020, the Partnership entered into four new interest rate swap  agreements with  an
aggregate notional amount of $133.3  million due in 2024 and 2025  with the lenders  under the  DNB
Bank ASA—ING Bank N.V. facility, receiving $16.1 million, and terminated two  interest  rate swap
agreements with an aggregate notional amount of  $155.0 million  initially  due  in 2023 and 2024 with
GasLog by paying an amount of $13.2 million equal  to  their aggregate fair values upon termination. As
a result, the Partnership currently has in  place seven interest rate swap agreements at a  notional  value
of $473.3 million in aggregate, maturing  between 2021 and 2025. As  of December  31, 2020, the
Partnership had hedged 36.3% of its floating interest rate  exposure on its outstanding debt for 2021 at
a weighted average interest rate of approximately 2.1% (excluding margin).

As of December 31, 2020, we had $103.7  million  of  cash  and  cash equivalents, of which

$77.8 million was held in current accounts and $25.9  million  was held in time deposits with an  original
duration of less than three months.

As of December 31, 2020, we had an  aggregate of $1,285.5  million of indebtedness outstanding
under our credit facilities. An amount  of  $104.9 million of outstanding  debt is repayable  within one
year.

In addition, as of December 31, 2020,  we had unused  availability under  our  revolving credit facility

with GasLog of $30.0 million, which matures  in March  2022.

Working Capital Position

As of December 31, 2020, our current assets totaled $125.7 million and current  liabilities  totaled

$185.2 million, resulting in a negative working capital  position of $59.5  million.  Current liabilities
include $25.8 million of unearned revenue in relation to hires received in advance (which  represents a
non-cash liability that will be recognized as  revenues after December 31, 2020 as the services are
rendered).

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Management monitors the Partnership’s liquidity position throughout the  year  to  ensure that it has

access to sufficient funds to meet its  forecast cash requirements, including debt service commitments,
and to monitor compliance with the financial  covenants within  its  loan facilities. Taking into account
the volatile commercial and financial market conditions experienced  throughout 2020, we anticipate
that our primary sources of funds for at least  twelve  months from  the date of  this report  will  be
available cash, cash from operations  and  existing  debt  facilities.  We believe  that  these  anticipated
sources  of funds, as well as our decision  to decrease the  common unit distributions  and preserve
liquidity, will be sufficient to meet our liquidity needs and to comply with our banking covenants for at
least twelve months from the date of  this report. Additionally,  we may enter into new debt facilities in
the future, as well as public equity or debt instruments,  although there  can be no  assurance that we will
be able to obtain additional debt or equity financing on terms  acceptable  to  us, which will also  depend
on financial, commercial and other factors, including, among others, a significant recovery in  capital
market conditions and a sustainable  improvement in  the LNG charter  market, that are  beyond our
control. Our long-term ability to repay our debts and maintain compliance  with our debt covenants for
at least twelve months from the date  of this report  without reliance  on additional sources of finance  is
also dependent on a sustainable longer-term recovery in the LNG  charter market from  the market
disruption observed in 2020 as a result of the COVID-19  outbreak.

Cash Flows

Year ended December 31, 2019 compared to the  year  ended  December 31, 2020

The following table summarizes our net cash  flows from operating,  investing and financing

activities for the years indicated:

Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by/(used in) investing  activities . . . . . . . . . . . . . . . .
Net cash used in financing activities . . . . . . . . . . . . . . . . . . . . . . . . . .

Net Cash provided by Operating Activities:

Year ended December 31,

2019

2020

Change

(in thousands of U.S. dollars)
(72,446)
166,615
(23,292)
(28,767)
(136,471) 144,551

239,061
5,475
(281,022)

Net cash provided by operating activities  decreased by $72.4  million,  from $239.1 million in  the

year ended December 31, 2019 to $166.6  million  in the year ended December 31,  2020. The decrease
of $72.4 million is  mainly attributable  to  a decrease of $46.1 million in revenues and  net pool
allocation, a $39.1 million movement in working capital  accounts  and an increase of $7.4 million  in
realized loss on our derivative instruments, partially offset by a decrease of $20.7 million in cash paid
for interest.

Net Cash provided by/(used in) Investing Activities:

Net cash provided by investing activities decreased  by  $28.8 million, from net  cash provided by

investing activities of $5.5 million in the year ended  December 31,  2019 to net  cash used in investing
activities of $23.3 million in the year ended  December 31,  2020. The decrease  of $28.8 million is
attributable to an increase of net cash used in payments for vessels of $17.1 million (mainly related  to
dry-dockings and BWTS), a decrease  in  net cash from  short-term investments of  $10.0 million and  a
decrease in financial income received of  $1.7 million.

Net Cash used in Financing Activities:

Net cash used in financing activities decreased by $144.5 million, from  cash used in  financing
activities of $281.0 million in the year ended  December 31, 2019 to $136.5  million in the year ended

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December 31, 2020. The decrease of $144.5 million is  mainly attributable to a decrease  of  $93.7 million
in cash remittance to GasLog in exchange for contribution of net assets,  an increase of $35.0 million in
bank loan drawdowns, a decrease of $68.4 million in common  and  preference unit distributions paid
and a decrease of $21.9 million in cash  used  for  repurchases  of common units  and net  proceeds of
$2.9 million from entering into or termination of interest rate swap  agreements, partially offset  by  an
increase in bank loan repayments of $75.5 million and a decrease in proceeds from equity  raisings  and
issuance of general partner units of $2.0  million.

Year ended December 31, 2018 compared to the  year  ended  December 31, 2019

The following table summarizes our net cash  flows from operating,  investing and financing

activities for the years indicated:

Year ended December 31,

2018

2019

Change

(in thousands of U.S. dollars)

Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . .
Net cash (used in)/ provided by investing  activities . . . . . . . . . . . . . . .
Net cash used in financing activities . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 196,643
(31,816)
(185,132)

239,061
5,475
(281,022)

42,418
37,291
(95,890)

Net Cash provided by Operating Activities:

Net cash provided by operating activities increased by $42.5 million,  from $196.6 million in  the
year ended December 31, 2018 to $239.1  million in the  year ended December 31,  2019. The increase of
$42.5 million is mainly attributable to  a $56.2  million  movement  in working capital accounts and a
decrease of $0.9 million in general and administrative  expenses,  partially offset by a  decrease of
$7.2 million in revenues and net pool allocation, an  increase of  $4.5 million in cash paid for interest
and an increase of $3.0 million in vessel  operating costs.

Net Cash (used in)/provided by Investing Activities:

Net cash provided by investing activities decreased by $37.3 million, from net  cash used in

investing activities of $31.8 million in  the year  ended December  31, 2018  to net cash provided by
investing activities of $5.5 million in the year ended December 31,  2019. The decrease of $37.3 million
is attributable to an increase in net cash  from  short-term investments  of $20.0 million and an increase
of net cash used in payments for vessels of $17.7 million, partially offset by an increase  in financial
income received of $0.4 million.

Net Cash used in Financing Activities:

Net cash used in financing activities increased  by  $95.9 million, from cash used in financing
activities of $185.1 million in the year ended December 31, 2018 to $281.0  million in the year ended
December 31, 2019. The increase of $95.9 million  is mainly attributable to an increase  of $255.9 million
in bank loan repayments, a decrease  in proceeds  from issuance of preference  units (net of underwriting
discounts and commissions) of $208.4 million, a  decrease in net public  offering  and proceeds from
issuances of common and general partner  units  of $61.3 million,  cash used for repurchases of  common
units of $22.9 million, an increase of  $19.9 million in  common and preference unit  distributions paid
and an increase of $6.0 million in payments of loan issuance costs. These increases were  partially  offset
by an increase in bank loan drawdowns of $419.1 million, a  decrease in  cash distributions to GasLog in
exchange for contribution of net assets of  $34.8 million  and a decrease  of $25.0 million for payments
for the 2018 modification of incentive distribution rights  of $25.0 million.

94

Borrowing Activities

Credit Facilities

Below is a summary of certain provisions of  the Partnership’s  credit facilities outstanding as of

December 31, 2020:

Facility Name

Lender(s)

GasLog Ltd.

A five-year
revolving credit
facility that the
Partnership signed
with GasLog on
April 3, 2017  (the
‘‘Sponsor Credit
Facility’’)

Subsidiary Party
(Collateral  Ship)

GasLog
Partners  LP

GAS-eleven  Ltd.
(GasLog Greece),
GAS-twelve Ltd.

Facility  Agreement Citibank, N.A.,
London Branch,
dated October 16,
Nordea Bank AB,
2015 that the
Partnership
London Branch, The (GasLog Glasgow),
assumed following Export-Import Bank GAS-thirteen  Ltd.
(GasLog Geneva),
the acquisitions of
of Korea, Bank  of
GAS-fourteen Ltd.
GAS-eleven Ltd. on America, National
Association, BNP
May 3, 2017,
(GasLog Gibraltar)
GAS-thirteen Ltd.
Paribas, Sea Bridge
Finance Limited,
on July 3, 2017,
GAS-fourteen Ltd. Credit Suisse AG,
HSBC Bank plc,
on April 26, 2018
and
ING Bank N.V.,
GAS-twelve Ltd. on London Branch,
April 1, 2019 (the
‘‘Assumed October London Branch,
2015 Facility’’)

KEB HANA Bank,

KfW
IPEX-Bank GmbH,
National Australia
Bank  Limited,
Oversea-Chinese
Banking Corporation
Limited, Soci´et´e
G´en´erale and The
Korea Development
Bank

Outstanding
Principal
Amount

Available
Undrawn
Amount

Interest Rate

Maturity

Payment of
Principals
Installments
Schedule

$30.0 million Fixed interest rate

2022 Revolving facility of

Revolving Credit
Facility:  nil
($30.0 million
undrawn)

$30.0 million available
in  minimum amounts
of  $2.0 million which
are  repayable within a
period  of  six  months
after the respective
drawdown date,
subject to  automatic
renewal if  not repaid.

2028 GAS-eleven Ltd.: 10
consecutive
semi-annual
installments of
$5.8 million, a  balloon
payment due in 2026
of  $36.3 million and
thereafter 4
consecutive
semi-annual
installments of
$4.2 million until
March 2028.

GAS-twelve  Ltd.: 10
consecutive
semi-annual
installments of
$5.8 million, a balloon
payment  due in 2026
of $36.3 million and
thereafter 4
consecutive
semi-annual
installments of
$4.2 million until June
2028.

GAS-thirteen Ltd.: 11
consecutive
semi-annual
installments of
$5.7 million, a  balloon
payment  due  in 2026
of $35.8  million and
thereafter 4
consecutive
semi-annual
installments of
$4.2 million until
September 2028.

GAS-fourteen  Ltd.: 11
consecutive
semi-annual
installments of
$5.7 million, a  balloon
payment  due  in 2026
of $35.8  million and
thereafter 4
consecutive
semi-annual
installments of
$4.2 million until
October 2028.

$452.4 million

N/A

LIBOR  +  applicable
margin

95

Facility Name

Lender(s)

Subsidiary Party
(Collateral  Ship)

Outstanding
Principal
Amount

Available
Undrawn
Amount

$398.5 million

N/A

filial i Norge, Iyo
Bank Ltd., Singapore (GasLog Santiago),
Branch and
Development Bank
of  Japan, Inc.

GAS-three Ltd.
(GasLog Shanghai),
GAS-four  Ltd.

GAS-five  Ltd.
(GasLog Sydney),
GAS-sixteen  Ltd.
(Methane Rita
Andrea),
GAS-seventeen  Ltd.
(Methane Jane
Elizabeth)

Facility  Agreement Credit Suisse AG,
dated  February 20, Nordea Bank Abp,
2019  among
GAS-three  Ltd.,
GAS-four Ltd.,
GAS-five Ltd.,
GAS-sixteen Ltd.
and
GAS-seventeen Ltd.
as borrowers, and
the financial
institutions party
thereto, (the ‘‘2019
GasLog Partners
Facility’’)

Interest Rate

Maturity

LIBOR + applicable
margin

2024

The GasLog
Partners $260.3M Suisse AG, Alpha
Facility

BNP Paribas, Credit GAS-seven  Ltd.
(GasLog Seattle),
GAS-eight Ltd.
(Solaris),
GAS-twenty Ltd.
(Methane Shirley
Elisabeth)

Bank S.A. and
Development Bank
of Japan, Inc.

$260.3 million

N/A

LIBOR + applicable
margin

2025

The GasLog
Partners $193.7M ING Bank N.V.
Facility

DNB Bank  ASA,

GAS-nineteen  Ltd.
(Methane Alison
Victoria),
GAS-twenty
one  Ltd.  (Methane
Heather  Sally),
GAS-twenty
seven  Ltd.
(Methane Becki
Anne)

$193.7 million

N/A

LIBOR + applicable
margin

2025

Payment of
Principals
Installments
Schedule

13 consecutive
quarterly installments
of  $7.4 million and a
balloon  amount  of
$302.9 million
together with the
final quarterly
reduction

10  equal semi-annual
installments of
$8.6 million
beginning in  January
2021, with a  final
balloon amount of
$174.4 million
payable concurrently
with the last
installment in July
2025

10  equal semi-annual
installments of
$8.6 million
beginning in January
2021, with  a final
balloon amount of
$107.7 million
payable concurrently
with the last
installment in July
2025

Sponsor Credit Facility

On April 3, 2017, GasLog Partners entered into an unsecured five-year term loan  of $45.0 million
and a new five-year revolving credit facility of $30.0 million with GasLog. On April 5, 2017,  an amount
of $45.0 million under the term loan facility  and  an amount of $15.0  million under the revolving  credit
facility were drawn by the Partnership, with the latter  fully repaid  on May 22,  2017. On March  23,
2018, the $45.0 million term loan under  the Sponsor Credit  Facility with GasLog was prepaid and
terminated. The revolving credit facility provides for an availability  period  of  five  years.  Each borrowing
under the Sponsor Credit Facility accrues  interest  at a  rate  of 9.125% per annum with an annual 1.0%
commitment fee on the undrawn balance.

The Sponsor Credit Facility contains  customary events  of  default,  including non-payment of

principal or interest, breach of covenants  or material inaccuracy of representations, default under  other
material  indebtedness  and  bankruptcy.  In  addition,  the  Sponsor  Credit  Facility  covenants  require  that  at
all times GasLog must continue to control, directly or  indirectly, the affairs or composition of the
Partnership’s  board of directors and  any  amendment  to  our partnership agreement, in  the reasonable
opinion  of  the  lender,  must  not  be  adverse  to  its  interests  in  connection  with  the  Sponsor  Credit
Facility.

Assumed October 2015 Facility

In connection with the acquisitions of GAS-eleven Ltd., the entity that  owns the GasLog Greece,

on May  3, 2017, GAS-thirteen Ltd., the entity that  owns the GasLog Geneva, on July 3, 2017,
GAS-fourteen Ltd., the entity that owns the GasLog Gibraltar on April 26, 2018 and GAS-twelve Ltd.,

96

the entity that owns the GasLog Glasgow, on April 1, 2019, the Partnership assumed $151.4 million,
$155.0 million, $143.6 million and $134.1  million of outstanding indebtedness of the  respective acquired
entities under a debt financing agreement  dated October 16,  2015 with 14  international banks, with
Citibank N.A. London Branch and Nordea Bank AB, London Branch  acting as agents on behalf of the
other finance parties. The financing is  backed by the  Export Import Bank of Korea (‘‘KEXIM’’) and
the Korea Trade Insurance Corporation (‘‘K-Sure’’), who are either directly lending  or providing  cover
for over 60% of the facility. The Assumed  October 2015 Facility was subsequently amended and
restated  in December 2019. The loan  agreement with respect  to  each  of the GasLog Greece and the
GasLog Glasgow provided for four tranches of $51.3 million, $25.6 million, $25.0  million and
$61.1 million, while the loan agreement with respect to each  of the GasLog Geneva and the GasLog
Gibraltar provided for four tranches of $50.5 million, $25.3 million, $24.6  million and $60.3  million,
respectively. Under the terms of the agreement, each  drawing under the first three  tranches would be
repaid in 24 consecutive semi-annual equal installments commencing six months  after the actual
deliveries of the GasLog Greece, the GasLog Glasgow, the GasLog Geneva and the GasLog Gibraltar
according to a 12-year profile. Each drawing under the fourth tranche  would be repaid  in 20
consecutive semi-annual equal installments  commencing  six months after  the actual deliveries  of the
relevant vessels according to a 20-year profile, with  a balloon payment  together  with the final
installment. On March 22, 2016, $163.0 million was drawn down  to  partially  finance the  delivery of the
GasLog Greece, on June 24, 2016, $163.0 million was  drawn down to partially  finance  the delivery of
the GasLog Glasgow, on September 26, 2016, $160.7 million  was  drawn down to partially finance the
delivery of the GasLog Geneva, and on October 25, 2016, $160.7 million  was drawn to partially finance
the delivery of the GasLog Gibraltar. Amounts drawn under each applicable tranche bear  interest at
LIBOR plus a margin.

The obligations under the aforementioned facility are secured by a first priority mortgage over
each  vessel, a pledge of the share capital  of  the respective vessel  owning companies and a first priority
assignment of earnings related to each  vessel,  including charter revenue,  management revenue and any
insurance and requisition compensation. Obligations  under the facility are guaranteed  by  the
Partnership and its subsidiary GasLog  Partners Holdings LLC guaranteeing up to the  value of the
commitments relating to the  GasLog Greece, the GasLog Glasgow, the GasLog Geneva and the GasLog
Gibraltar and by GasLog and GasLog Carriers for up  to  the value of the  outstanding commitments on
the remaining vessels under the facility  (which are  owned by subsidiaries of GasLog). The facility
includes customary restrictive covenants which include a fair market value covenant pursuant to which
an event of default could occur under the  facility if  the aggregate fair  market  values of  the collateral
vessels (without taking into account any  charter  arrangements) were to fall  below 115.0% of the
aggregate outstanding principal balances  for the  first  two  years  after each drawdown and  below 120.0%
at any time thereafter.

The Assumed October 2015 Facility also  imposes  specified financial covenants  that  apply to the

Partnership and GasLog and its subsidiaries on a consolidated basis.

The financial covenants that apply to the Partnership include the following:

(cid:127) the aggregate amount of cash and cash  equivalents,  short-term investments and available
undrawn facilities with remaining maturities  of  at least  six months (excluding  loans from
affiliates) must be at least $45.0 million;

(cid:127) total indebtedness divided by total  assets  must be less than 65.0%; and

(cid:127) the Partnership is permitted to declare or  pay any dividends or distributions, subject  to  no event
of default having occurred or occurring as a consequence  of  the payment  of such dividends or
distributions.

97

The financial covenants that apply to GasLog  and  its subsidiaries on a consolidated basis include

the following:

(cid:127) net working capital (excluding the  current portion of long-term  debt) must be not less than $0;

(cid:127) total indebtedness divided by total  assets  must not exceed 75.0%;

(cid:127) the aggregate amount of cash and cash  equivalents  and short-term investments must be at least

$75.0 million;

(cid:127) the ratio of EBITDA over our debt service obligations  (including interest and  debt repayments)

on a trailing 12 months’ basis must be not less than 110.0%.  The  ratio shall be regarded as
having been complied with even if the  ratio falls below the stipulated 110.0% when cash and
cash equivalents and short-term investments  are at least $110,000;  and

(cid:127) the market value adjusted net worth of GasLog must at  all times be not  less  than $350.0  million.

Any failure by GasLog to comply with these financial covenants  would permit the lenders under

this  credit facility to exercise remedies as secured creditors which, if such  a default was  to  occur, could
include foreclosing on the GasLog Greece, the GasLog Glasgow, the GasLog Geneva and the GasLog
Gibraltar.

The credit facility also imposes certain restrictions relating to GasLog, including restrictions that
limit its ability to make any substantial  change  in the nature  of  its  business  or to engage in  transactions
that would constitute a change of control,  as defined  in the relevant credit facility, without  repaying all
of its indebtedness.

2019 GasLog Partners Facility

On February 20, 2019, GAS-three Ltd., GAS-four Ltd., GAS-five Ltd., GAS-sixteen Ltd.,

GAS-seventeen Ltd., GasLog Partners  and  GasLog Partners  Holdings LLC  entered in a  loan agreement
with Credit Suisse AG, Nordea Bank  ABP, filial i Norge and  Iyo Bank  Ltd.,  Singapore Branch, each an
original lender, Nordea acting as security agent  and trustee  for and on behalf of  the other finance
parties mentioned above, for a credit facility  for up to $450.0 million (the ‘‘2019 GasLog Partners
Facility’’) for the purpose of refinancing  in  full the existing  Partnership  Facility.  Subsequently on the
same date, the Development Bank of  Japan, Inc. entered the facility as  lender  via transfer certificate.
The vessels covered by the 2019 GasLog Partners Facility are the GasLog Shanghai, the GasLog
Santiago, the GasLog Sydney, the Methane Rita Andrea and the Methane Jane Elizabeth.

The agreement provides for an amortising revolving  credit facility  which can  be  repaid and

redrawn at any time, subject to the outstanding amount immediately after any drawdown  not  exceeding
(i) 75%  of the aggregate of the market values of all vessels under the agreement, or  (ii) the  total
facility amount. The total facility amount reduces  in 20 equal  quarterly amounts of $7.4  million,  with a
final balloon amount of $302.9 million reducing concurrently with  the last quarterly reduction in
February 2024. The credit facility bears interest at LIBOR plus a  margin. On March  6, 2019, the
Partnership drew down $360.0 million  under  the 2019 GasLog Partners Facility and  an additional
$75.0 million on April 1, 2019.

The obligations under the 2019 GasLog Partners  Facility, are  secured by a  first  priority mortgage

over the vessels, a pledge of the share capital of the  respective vessel  owning companies and  a first
priority assignment of earnings related  to  the vessels, including charter revenue, management revenue
and any insurance and requisition compensation. The  obligations  under  the facility  are guaranteed by
the Partnership and GasLog Partners Holdings.

98

The 2019 GasLog Partners Credit Facility  is subject  to  specified financial  covenants that apply to

GasLog Partners on a consolidated basis.  These financial covenants  include the following:

(cid:127) the aggregate amount of cash and cash  equivalents,  short-term investments and available

undrawn facilities with remaining maturities  of  at least  six months must be at least $45.0  million;

(cid:127) total indebtedness divided by total  assets  must be less than 65.0%; and

(cid:127) the Partnership is permitted to declare or  pay any dividends or distributions, subject  to  no event
of default having occurred or occurring as a consequence  of  the payment  of such dividends or
distributions.

The 2019 GasLog Partners Facility contains customary events  of default, including  non-payment of
principal or interest, breach of covenants  or material inaccuracy of representations, default under  other
material indebtedness and bankruptcy as well  as an event of default  in the event  of  the cancellation,
rescission, frustration or withdrawal of  a  charter agreement prior to its  scheduled expiration,  if certain
prepayment and security provisions are not met. In addition, the 2019  GasLog Partners Facility contains
covenants requiring us and certain of  our  subsidiaries to maintain the aggregate  of  (i) the  market value,
on a charter exclusive basis, of the mortgaged vessel  or vessels  and (ii)  the  market  value of any
additional security provided to the lenders, at a total value not less than 120.0% of the  then
outstanding amount under the facility.  If GasLog Partners fails to comply with these covenants and is
not able to obtain covenant waivers or  modifications, its lenders could  require it  to  make prepayments
or provide additional collateral sufficient to bring  it into compliance with  such covenants, and if it fails
to do so its lenders could accelerate  our  indebtedness.

The 2019 GasLog Partners Facility also imposes certain restrictions relating to the Partnership,
including restrictions that limit its ability to make any substantial  change in  the nature of its business or
to the partnership structure without approval  from the lenders.

GasLog  Partners $260.3M Facility

On July 16, 2020, GasLog Partners entered  into  a credit agreement of $260.3  million with BNP
Paribas, Credit Suisse AG and Alpha Bank S.A., each an original lender, with BNP Paribas acting as
security agent and trustee for and on behalf of  the other finance parties mentioned above. The purpose
of the facility was the refinancing of  the outstanding indebtedness of GAS-twenty Ltd., GAS-seven  Ltd.
and GAS-eight Ltd including the payment of loan fees under this  facility. The vessels covered  by  the
GasLog Partners $260.3M Facility are  the Methane Shirley Elisabeth, the GasLog Seattle and the Solaris.

The relevant amount of $260.3 million was drawn  on July 21, 2020, out of which $258.5 million

was used to refinance the outstanding  indebtedness of GAS-twenty Ltd.,  GAS-seven Ltd. and
GAS-eight Ltd. The facility will amortize  over  ten equal semi-annual installments  of $8.6 million
beginning in January 2021, with a final  balloon amount of  $174.4 million  payable concurrently  with the
last installment in July 2025. The credit  facility bears interest at USD LIBOR  plus a margin.

On October 15, 2020, the Development Bank of Japan Inc. (‘‘DBJ’’) acceded as a new lender in
the facility via transfer certificate. BNP  Paribas  and Credit Suisse each  transferred $25.0  million  of  their
commitment to DBJ following the consent  of  the Borrowers. Alpha Bank S.A. retained  the
participation amount it was allocated as  an original  lender.

The obligations under the GasLog Partners $260.3M Facility, are  secured by a first priority

mortgage over the vessels, a pledge of  the share capital  of the respective  vessel  owning companies and
a first priority assignment of earnings  related  to  the vessels, including charter  revenue, management
revenue and any insurance and requisition compensation. The obligations  under the facility are
guaranteed by the Partnership and GasLog  Partners Holdings.

99

The GasLog Partners $260.3M Facility is subject  to  specified financial covenants  that  apply to

GasLog Partners on a consolidated basis.  These financial covenants  include the following:

(cid:127) the aggregate amount of cash and cash  equivalents,  short-term investments and available

undrawn facilities with remaining maturities  of  at least  six months must be at least $45.0  million;

(cid:127) total indebtedness divided by total  assets  must be less than 65.0%; and

(cid:127) the Partnership is permitted to declare or  pay any dividends or distributions, subject  to  no event
of default having occurred or occurring as a consequence  of  the payment  of such dividends or
distributions.

The GasLog Partners $260.3M Facility contains customary events  of  default, including

non-payment of principal or interest, breach of covenants  or material inaccuracy of representations,
default under other material indebtedness  and bankruptcy as well as an event of default in the  event of
the cancellation, rescission, frustration  or  withdrawal  of a charter agreement  prior to its scheduled
expiration, if certain prepayment and  security provisions are not met.  In addition,  the GasLog Partners
$260.3 million Facility contains covenants requiring us  and certain  of our  subsidiaries  to  maintain  the
aggregate of (i) the market value, on  a charter exclusive basis, of the mortgaged vessel or vessels and
(ii) the market value of any additional security  provided to the  lenders, at  a total value not less than
120.0% of the then outstanding amount under the facility. If  GasLog Partners fails  to  comply with
these covenants and is not able to obtain  covenant  waivers or modifications, its lenders could require it
to make prepayments or provide additional collateral sufficient  to  bring it  into  compliance with  such
covenants, and if it fails to do so its lenders  could  accelerate our indebtedness.

The GasLog Partners $260.3M Facility also imposes  certain restrictions relating to the  Partnership,
including restrictions that limit its ability to make any substantial  change in  the nature of its business or
to the partnership structure without approval  from the lenders.

GasLog  Partners $193.7M Facility

On July 16, 2020, GasLog Partners entered  into  a credit agreement of $193.7  million with DNB

Bank ASA, London Branch, and ING Bank N.V., London Branch,  each an original lender,  with DNB
Bank ASA, London Branch acting as security  agent and trustee for and on behalf  of the other finance
party mentioned above. The purpose  of the  facility was to refinance the outstanding  indebtedness of
GAS-nineteen Ltd., GAS-twenty one  Ltd. and GAS-twenty  seven Ltd. and for  general corporate
purposes. The vessels covered by the  GasLog Partners  $193.7M Facility are Methane Alison Victoria, the
Methane Heather Sally and the Methane Becki Anne.

The relevant amount of $193.7 million was drawn  down on July 21, 2020,  out of which

$174.9 million was used to refinance  the  outstanding indebtedness of GAS-nineteen  Ltd., GAS-twenty
one Ltd. and GAS-twenty seven Ltd. The facility will amortize over ten equal semi-annual installments
of $8.6 million beginning in January 2021,  with a final balloon  amount  of $107.7 million payable
concurrently with the last installment  in July 2025.  Interest on the facility will be payable at a rate of
USD  LIBOR plus a margin.

The obligations under the GasLog Partners $193.7M Facility, are  secured by a first priority

mortgage over the vessels, a pledge of  the share capital  of the respective  vessel  owning companies and
a first priority assignment of earnings  related  to  the vessels, including charter  revenue, management
revenue and any insurance and requisition compensation. The obligations  under the facility are
guaranteed by the Partnership and GasLog  Partners Holdings.

100

The GasLog Partners $193.7M Facility is subject  to  specified financial covenants  that  apply to

GasLog Partners on a consolidated basis.  These financial covenants  include the following:

(cid:127) the aggregate amount of cash and cash  equivalents,  short-term investments and available

undrawn facilities with remaining maturities  of  at least  six months must be at least $45.0  million;

(cid:127) total indebtedness divided by total  assets  must be less than 65.0%; and

(cid:127) the Partnership is permitted to declare or  pay any dividends or distributions, subject  to  no event
of default having occurred or occurring as a consequence  of  the payment  of such dividends or
distributions.

The GasLog Partners $193.7M Facility contains customary events  of  default, including

non-payment of principal or interest, breach of covenants  or material inaccuracy of representations,
default under other material indebtedness  and bankruptcy as well as an event of default in the  event of
the cancellation, rescission, frustration  or  withdrawal  of a charter agreement  prior to its scheduled
expiration, if certain prepayment and  security provisions are not met.  In addition,  the GasLog Partners
$193.7M Facility contains covenants requiring  us and certain  of  our subsidiaries  to  maintain  the
aggregate of (i) the market value, on  a charter exclusive basis, of the mortgaged vessel or vessels and
(ii) the market value of any additional security  provided to the  lenders, at  a total value not less than
130.0% of the then outstanding amount under the facility. If  GasLog Partners fails  to  comply with
these covenants and is not able to obtain  covenant  waivers or modifications, its lenders could require it
to make prepayments or provide additional collateral sufficient  to  bring it  into  compliance with  such
covenants, and if it fails to do so its lenders  could  accelerate our indebtedness.

The GasLog Partners $193.7M Facility also imposes  certain restrictions relating to the  Partnership,
including restrictions that limit its ability to make any substantial  change in  the nature of its business or
to the partnership structure without approval  from the lenders.

Contracted Charter Revenues

The following table summarizes GasLog Partners’  contracted charter revenues and vessel

utilization as of December 31, 2020:

Contracted time charter revenues(1)(2)(3)(4)(5)
. .
Total contracted days(1)(2)
. . . . . . . . . . . . . . .
Total available days(6) . . . . . . . . . . . . . . . . . .
Total unfixed days(7) . . . . . . . . . . . . . . . . . . .
Percentage of total contracted days/total

For the Year Ending
December 31,

2021

2022

2023

2024

2025 -  2026

Total

(in millions of U.S. dollars, except days and percentages)

$237.3
4,079
5,325
1,246

$189.3
3,111
5,475
2,364

$149.9
2,016
5,355
3,339

$ 70.4
823
5,430
4,607

$

80.8
940
10,680
9,740

$ 727.7
10,969
32,265
21,296

available days . . . . . . . . . . . . . . . . . . . . . .

76.6% 56.8% 37.6% 15.2%

8.8%

34.0%

After giving effect to the charter parties signed from December  31, 2020 until March 1, 2021, the percentage of total
contracted  days to total available days for the year 2021  increased to 80.7%.

Reflects time charter revenues and contracted days for the 15 LNG carriers in our fleet as of December 31, 2020.

Our  ships  are scheduled to undergo dry-docking once every five years. Revenue calculations assume 365 revenue days per
ship per annum, with 30 off-hire days when the ship undergoes scheduled dry-docking.

For time charters that include a fixed operating cost component subject to annual escalation, revenue calculations include
that fixed annual escalation. Revenue calculations for  such charters include an estimate of the amount of the operating cost
component and the management fee component.

For time charters that include a variable rate of hire within an agreed range during the charter period, revenue calculations
are based on the agreed minimum rate of hire for  the respective period.

Revenue calculations assume no exercise of any option to extend the terms of charters.

(1)

(2)

(3)

(4)

(5)

101

(6)

(7)

Available days represent total calendar days after deducting 30 off-hire days when the ship undergoes scheduled
dry-docking.

Unfixed days represent available days for the ships after the expiration of the existing charters (assuming charterers do not
exercise any option to extend the terms of the charters).

The table above provides information about  our contracted  charter  revenues and ship utilization
based on contracts in effect for the 15 LNG carriers in our fleet as  of December  31, 2020. The table
reflects only our contracted charter revenues for the ships in our owned fleet for which  we have
secured time charters, and it does not  reflect  the costs or expenses we  will incur in fulfilling our
obligations under the charters. In particular, the table  does not reflect time charter revenues  from any
additional ships we may acquire in the future, nor does it  reflect the options under our  time charters
that permit our charterers to extend the time charter terms for successive multi-year periods  at
comparable charter hire rates. If exercised, the options to extend  the  terms of our existing  charters,
would result in an increase in the number of contracted days and the contracted revenue  for our fleet
in the future. Although the contracted charter revenues  are based on contracted  charter hire rate
provisions, they reflect certain assumptions, including assumptions  relating  to  future ship operating
costs. We consider the assumptions to  be  reasonable as of the date  of  this report, but  if these
assumptions prove to be incorrect, our actual time charter revenues  could differ from those  reflected in
the table. Furthermore, any contract  is subject to various  risks, including performance by the
counterparties or an early termination  of the  contract pursuant  to  its  terms. If the  charterers  are unable
or unwilling to make charter payments  to  us, or if we agree to renegotiate  charter terms at the  request
of a charterer or if contracts are prematurely  terminated for any reason, we would be exposed  to
prevailing market conditions at the time and our  results of operations and financial condition may be
materially adversely affected. Please see ‘‘Item  3. Key Information—D. Risk Factors’’.  For  these
reasons, the contracted charter revenue  information presented above is not fact  and should not be
relied upon as being necessarily indicative of future  results and  readers are  cautioned not to place
undue reliance on this information. Neither  the Partnership’s  independent auditors, nor any other
independent accountants, have compiled, examined  or performed  any procedures  with respect to the
information presented in the table, nor have they  expressed any opinion  or any  other  form of assurance
on such information or its achievability and assume no responsibility for, and  disclaim any association
with, the information in the table.

Quantitative and Qualitative Disclosures  About  Market Risk

For information about our exposure to market risks,  see ‘‘Item 11.  Quantitative  and Qualitative

Disclosures About Market Risk’’.

Capital Expenditures in Relation to Vessel Acquisitions

As of December 31, 2020, there are no commitments for capital expenditures related  to  our  fleet

with respect to vessel acquisitions. In  the event we decide  to exercise our  options to purchase
additional ships from GasLog, we expect  to  finance  the costs with cash  from operations and  a
combination of debt and equity financing,  if available on acceptable terms.

Critical Accounting Policies

The preparation of the consolidated  financial statements in conformity with IFRS requires us to
make estimates and assumptions that affect  the reported amounts of assets  and liabilities,  revenues and
expenses recognized in the consolidated  financial statements.  The Partnership’s  management evaluates
whether estimates  should be made on  an ongoing basis, utilizing historical experience, consultation  with
experts and other methods management considers  reasonable  in the  particular circumstances. However,
uncertainty about these assumptions and  estimates could result  in outcomes that could require  a
material adjustment to the carrying amount  of the asset  or liability in the future. Critical accounting

102

policies are those that reflect significant judgments of uncertainties and  potentially result in  materially
different results under different assumptions and conditions. For a description of all our principal
accounting policies, see Note 2 to our annual consolidated financial  statements included elsewhere in
this  annual report.

Classification of the Partnership Interests

The interests in the Partnership comprise common units, Preference Units, Class B units and  a
general partner interest. Under the terms  of the partnership agreement, the  Partnership is  required to
distribute 100% of available cash (as  defined in our  partnership agreement) with  respect to each
quarter within 45 days of the end of  the quarter to the  partners. Available cash  can be summarized as
cash and cash equivalents less an amount equal to cash reserves  established by the board of directors to
(i) provide for the proper conduct of  the  business of the Partnership group (including reserves for
future capital expenditures and for anticipated future credit needs of the  Partnership group) subsequent
to such quarter, (ii) comply with applicable  law  or any  loan agreement,  security agreement, mortgage,
debt instrument or other agreement or obligation to which any Partnership  group member is  a party or
by which it is bound or its assets are subject and/or (iii) provide funds  for certain  distributions relating
to future periods.

In reaching a judgment as to whether the interests in the Partnership should be classified  as

liabilities or equity interests, the Partnership  has considered  the wide discretion of the board of
directors to determine whether any portion of the amount of cash available to the  Partnership
constitutes available cash and that it is possible  that there could be no  available  cash. In the  event that
there is no available cash, as determined by  the board of directors,  the Partnership does not have a
contractual obligation to make a distribution.  Accordingly, the Partnership’s management has concluded
that the Partnership interests do not  represent a contractual  obligation  on the Partnership to deliver
cash and therefore should be classified as equity within  the financial statements.

Impairment of Vessels

We  evaluate the carrying amounts of  our  vessels  to  determine  whether  there is any  indication that

our  vessels have suffered an impairment loss by considering both internal and external sources of
information. If any such indication exists,  the recoverable amount of vessels  is estimated in  order to
determine the extent of the impairment loss, if any.

Recoverable amount is the higher of fair value less costs to sell and  value  in use.  Our estimates of

recoverable value assume that the vessels  are  all in seaworthy condition  without need for repair  and
certified in class without notations of any kind. In  assessing  the fair value less cost to sell  of  the vessel,
we obtain charter-free market values  for each vessel from independent and internationally recognized
ship brokers on a semi-annual basis,  which  are also  commonly used and accepted by our lenders  for
determining compliance with the relevant covenants in our credit facilities. Vessel  values  can be highly
volatile, so the charter-free market values  may not be indicative  of the current or future  market  value
of our vessels, or prices that could be  achieved if we were to sell them. In assessing value in  use, the
estimated future cash flows are discounted to their present value using a  discount rate  that  reflects
current market assessments of the time  value of money and  the risks specific  to  the asset for which  the
estimates of future cash flows have not been adjusted.  The  projection of cash flows related to vessels is
complex and requires management to  make various estimates including  future charter rates, vessel
operating expenses and the discount  rate.

The table below sets forth in U.S. dollars (i) the historical acquisition cost  of  our  vessels  and
(ii) the carrying value of each of our  vessels  as of December 31, 2019  and  December 31,  2020, after
giving effect to the aggregate impairment  charge of $138.8 million recorded against our  five  Steam

103

vessels for the year ended December  31, 2019  and $23.9 million recorded  against four  of our  five
Steam vessels for the year ended December 31, 2020.

Vessel

Acquisition Date

Cargo capacity
(cbm)

Acquisition
cost

December  31,
2019

December  31,
2020

Carrying values(1)
(in thousands of U.S. dollars)

January 2013

. . . . . . . March 2013

GasLog Shanghai(3)(4) . . . . . . .
GasLog Santiago(3)(4)
GasLog Sydney(3)(8) . . . . . . . . . May  2013
GasLog Seattle(3)(8) . . . . . . . . . December 2013
Solaris(3)(8) . . . . . . . . . . . . . . .
July 2014
Methane Rita Andrea(2)(5)(8) . . . April 2014
Methane Jane Elizabeth(5)(8) . . . April 2014
Methane Alison Victoria(2)(6)(8) .
June 2014
Methane Shirley Elisabeth(2)(6)(8)
June 2014
Methane Heather Sally(2)(6)(8)
June 2014
. .
Methane Becki Anne(7)(8) . . . . . March 2015
GasLog Greece(3)(8) . . . . . . . . . March 2016
GasLog Glasgow(3)(8)
GasLog Geneva(3)(8)
GasLog Gibraltar(3)(8) . . . . . . . October 2016

June 2016
September 2016

. . . . . . .
. . . . . . . .

155,000
155,000
155,000
155,000
155,000
145,000
145,000
145,000
145,000
145,000
170,000
174,000
174,000
174,000
174,000

$ 189,619
189,560
195,947
201,738
201,849
156,613
156,613
156,610
156,599
156,599
232,334
209,195
208,532
203,867
203,835

$ 154,991
165,288
172,969
170,578
172,343
99,030
102,078
96,604
103,432
105,916
199,522
186,630
187,466
184,598
184,985

$ 149,712
159,552
167,062
164,516
166,955
90,533
97,362
96,385
90,283
103,274
197,834
180,882
181,742
178,710
179,097

Total . . . . . . . . . . . . . . . . . . .

$2,819,510

$2,286,430

$2,203,899

(1)

(2)

(3)

(4)

(5)

(6)

(7)

(8)

Our  vessels are stated at carrying values (see Note 3 to our consolidated financial statements included elsewhere in this
annual  report). An aggregate impairment loss of  $138.8 million was recorded for the year ended December 31, 2019 and
$23.9 million was recorded for the year ended December 31,  2020.

Indicates vessels for which we recorded an impairment loss of $23.9 million in the aggregate for the year ended
December 31, 2020.

The construction of these vessels was completed on the acquisition date.

The market value of each vessel individually exceeds the carrying value of that vessel as of December 31, 2020.

The vessels were built in 2006.

The vessels were built in 2007.

The vessel  was built in 2010.

Indicates vessels for which, as of December 31, 2020, the basic charter-free market value is lower than the vessel’s carrying
value.  After the impairment loss recognition of $23.9  million, the aggregate carrying value of these vessels exceeds their
aggregate basic charter-free market value by $210.9  million as of December 31, 2020. The values in use for each of the
GasLog Sydney, the GasLog Seattle, the Solaris, the Methane Jane Elizabeth, the Methane Becki Anne, the GasLog Greece,
the GasLog Glasgow, the GasLog Geneva and the GasLog Gibraltar were higher than the respective carrying amounts  of
these vessels and, consequently, no impairment loss was recognized.

As of June 30, 2020 and December 31, 2020, the  carrying amounts of each  of  the five Steam
vessels (the Methane Rita Andrea, the Methane Jane Elizabeth, the Methane Alison Victoria, the Methane
Shirley Elisabeth and the Methane Heather Sally) and six TFDE vessels (the GasLog Sydney, the GasLog
Seattle, the Solaris, the Methane Becki Anne, the GasLog Greece and the GasLog Glasgow) were higher
than the charter-free market values estimated by ship brokers, while two additional  TFDE  vessels,  the
GasLog Geneva and the GasLog Gibraltar had carrying amounts higher than their  estimated
charter-free market values as of December  31, 2020  only.  We concluded that this, together with certain
other events and circumstances such as  the downward pressure on economic activity and  energy
demand, as well as the significant uncertainty  regarding future LNG  demand and,  therefore, LNG

104

shipping requirements pursuant to the  COVID-19 pandemic,  combined with our  reduced  expectations
for the estimated rates at which employment for  the Partnership’s vessels could be secured over the
near-term in the spot market, indicated the existence of potential impairment of these vessels. As a
result, we performed an impairment  assessment  for these vessels by comparing  their values in  use,
being the discounted projected net operating cash flows for these vessels  to  their carrying values  as of
June 30, 2020 and December 31, 2020.  The  assumptions that we used in  our discounted projected net
operating cash flow analysis included, among others, utilization, operating  revenues, voyage expenses
and commissions, dry-docking costs, operating  expenses (including  management costs), residual values
and the discount rate. The key assumptions, being those to which the outcome  of the impairment
assessment is most sensitive, are the  estimate of charter rates for non-contracted  revenue days  and the
discount rate.

Revenue assumptions were based on  contracted  time charters up  to  the end  of  the current contract

for each  vessel, as well as the estimated average time charter rates for the remaining life of  the vessel
after the completion of its current contract. The revenue  assumptions  exclude days  of scheduled
off-hire based on the fleet’s historical  performance and internal forecasts.  The estimated daily time
charter rates used for non-contracted revenue days after the completion of the current  time charter are
based on a combination of (i) recent  charter market rates, (ii)  conditions  existing in  the LNG market
as of  the assessment date, (iii) historical average time  charter rates, based on  publications by
independent third party maritime research services  (‘‘maritime research publications’’), (iv) estimated
future time charter rates, based on maritime  research publications  that provide  such forecasts and
(v) our internal assessment of long-term  charter  rates achievable  by each class  of  vessel.  See  Note 2  to
our  consolidated financial statements included elsewhere in  this  report.

Recognizing that the LNG industry is cyclical  and subject  to significant volatility  based on  factors
beyond our control, management believes that the use of the revenue estimates discussed above  to  be
reasonable as of the reporting date. We  have assumed no inflation nor any  other  revenue escalation or
growth factors in determining forecasted  time charter rates beyond the contracted charter period
through the end of a vessel’s useful life,  consistent  with long-run historical  evidence.

We  used an annual operating expenses escalation factor  equal to 1% based  on its historical data

and experience, as well as expectations  of future  inflation and  operating and dry-docking  costs.
Estimates for the remaining useful lives  of the current fleet and residual and scrap values are the  same
as those used for our depreciation policy.  All estimates used and  assumptions  made were in accordance
with our internal budgets and historical  experience of the  shipping industry.

In our impairment assessment, the rate used to discount future  estimated  cash flows to their

present  values was approximately 6.1%  to  6.4% as of December 31, 2020 (7.0% to 7.25%  as of
December 31, 2019). This was based on an estimated weighted average cost of capital  calculated using
cost of equity and cost of debt components, adjusted also for vessel-specific risks and uncertainties.

As a result of its impairment assessments in the  year  ended December 31, 2020, the  Partnership
recognized a non cash impairment loss  of  $23.9 million for four of its five Steam vessels built in 2006
and 2007 and determined there was no impairment of  the remaining Steam vessel and  eight TFDE
vessels.

In connection with the impairment testing of our vessels as  of December  31, 2020, for the nine
vessels with carrying amounts higher than  the estimated charter-free  market value, we  performed  a
sensitivity analysis on the most difficult,  subjective, or  complex assumption  that  has the potential to
affect the outcome of the impairment  exercise,  which is  the average  re-chartering hire rate  used  to
forecast future cash flows for non-contracted days. The following table summarizes the  average results

105

of the sensitivity analysis that we performed for the one  Steam vessel  and the  eight TFDE vessels for
which  no impairment loss was recognized.

Propulsion

Average
re-chartering
hire rate used(1)

TFDE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Steam(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$64,407
$40,000

Average
break-even
re-chartering
hire rate(2)

$48,387
$39,976

Variance
(Amount)

$16,020
24
$

Variance (%)

24.9%
0.1%

(1)

(2)

(3)

The average re-chartering hire rate used in our impairment testing is the average re-chartering rate based on which we
estimated the revenues for the remaining useful life  of the respective vessels after the expiry of their contracted periods.

The average break-even re-chartering hire rate is the break-even rechartering hire rate that, if used in the discounted
projected net operating cash flows of the impairment testing after  the expiry of each vessel’s contracted period, would result
in  discounted total cash flows being equal to the carrying value of  the vessels.

In the year ended December 31, 2019, an impairment loss of $29.5 million was recognized with respect to this vessel.

Recent  Accounting Pronouncements

See Note 2 to our consolidated financial  statements  included elsewhere in this annual report.

C. Research and Development, Patents and  Licenses, etc.

Not applicable.

D. Trend Information

See ‘‘Item 5. Operating and Financial  Review and Prospects—Overview—Industry Overview and

Trends’’.

E. Off-Balance Sheet Arrangements

As of December 31, 2020, we do not  have any transactions, obligations or relationships  that  should

be considered off-balance sheet arrangements.

F. Tabular Disclosure of Contractual  Obligations

Our contractual obligations as of December 31,  2020 were:

Long-term debt obligations . . . . . . . . . . . . . . .
Interest on long-term debt obligations(1) . . . . . .
Lease liabilities . . . . . . . . . . . . . . . . . . . . . . . .
Amounts due to related parties(2) . . . . . . . . . . .
Amounts due for management, commercial  and
. . . . . . . . . . . .

administrative services fees(3)

Payments Due by Period

Total

Less than
1 year

1 - 3 years

3 - 5 years

1,304,914
139,481
458
7,525

(Expressed in thousands of U.S. dollars)
219,347
66,221
113
—

109,673
29,948
345
7,525

752,791
38,149
—
—

More than
5 years

223,103
5,163
—
—

4,459

4,459

—

—

—

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,456,837

151,949

285,681

790,940

228,266

(1)

Our  interest commitment on our floating long-term debt is calculated based on an assumed applicable interest rate of 2.5%,
which  takes into account the applicable LIBOR spot rate  at December  31, 2020 and applicable margin spreads in our credit
facilities while 1.0% is used for the commitment fees of  our Sponsor Credit Facility.

106

(2)

(3)

Amounts  due to related parties represent mainly payments made by GasLog to cover operating expenses. See Note 13 to
our consolidated financial statements.

This includes the amounts due under our contractual obligations under our amended ship management agreements and our
amended commercial management agreements signed with GasLog  LNG  Services for their non-terminable periods. In
addition, it includes the amounts due under the amended administrative services agreement for its non-terminable period.
The  amended ship management agreements provide for  a monthly management fee of $46,000 per vessel and the amended
commercial management agreements provide for a  fixed  annual  fee of $360,000 per vessel and may be terminated by either
party giving three months’ notice. The administrative services agreement, as amended, provides for a fixed annual fee of
$313,884 per vessel and may be terminated by either party at any time giving the other party not less than three months’
written notice. The contractual obligations table includes ship  management services fees, commercial management services
fees and  administrative services fees for three months.

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

A. Directors and Senior Management

The following table sets forth information  regarding our directors  and executive officers.  We rely

solely on the executive officers of GasLog  or its applicable  affiliate who provide  executive  officer
services for our benefit pursuant to the administrative services agreement  and who are responsible for
our  day-to-day management subject to  the direction of our board of directors.  The business address for
each  of our directors and executive officers is 69  Akti Miaouli,  18537 Piraeus, Greece. The following
directors have been determined by our  board of  directors to be independent under  the standards of the
NYSE and the rules and regulations of  the SEC: Curtis  V. Anastasio, Daniel R. Bradshaw, Roland
Fisher and Julian R. Metherell. Officers  are elected from time to time  by  vote  of our  board of
directors and hold office until a successor is elected.

Name

Age

Position

Curtis V. Anastasio . . . . . . . . . . . . . . . . . . . . . . .
Daniel R. Bradshaw . . . . . . . . . . . . . . . . . . . . . .
Roland Fisher(1)
. . . . . . . . . . . . . . . . . . . . . . . . .
Julian R. Metherell(2)
. . . . . . . . . . . . . . . . . . . . .
Paul A. Wogan(3)
. . . . . . . . . . . . . . . . . . . . . . . .
Achilleas Tasioulas(4) . . . . . . . . . . . . . . . . . . . . . .
Paolo Enoizi . . . . . . . . . . . . . . . . . . . . . . . . . . . .

64 Chairman of the Board of Directors/Director
74 Class III Director
49 Class I Director
57 Director
58 Director/Chief Executive Officer
45 Chief Financial Officer
48 Chief Operating Officer

(1) Mr. Fisher was appointed a director on February 8, 2021

(2) Mr. Metherell was appointed a director on August 6, 2020

(3) Mr. Wogan was appointed Chief Executive Office on September 16, 2020 and appointed a director on August 6, 2020

(4) Mr. Tasioulas was appointed Chief Financial Officer on July 1, 2020

Our Class I and Class III Directors were elected by our  common unitholders and will hold office

until the 2022, and 2021 annual meetings  of limited partners, respectively. Our other  directors were
appointed by our general partner in its sole discretion.  See  ‘‘—C. Board Practices’’.

Certain biographical information about  each of these individuals is  set forth below.

Curtis V. Anastasio has  been the Executive Chairman of  our  board  of  directors since our inception

to May 2016 and Non-Executive Chairman from May  2016  to  date. From  the time  he led  the initial
public offering in April of 2001 to his retirement on December 31, 2013, Mr. Anastasio was the
president and chief executive officer of NuStar  Energy L. P., a publicly traded MLP based  in San
Antonio, Texas. Mr. Anastasio was also president  and  chief  executive officer of NuStar  GP
Holdings, LLC, a position he held since the company’s initial public offering in  2006. In addition,
Mr. Anastasio serves as a director and chairman of the Audit  Committee  of  Par  Pacific  Holdings
(previously Par Petroleum Corporation) a growth-orientated company that manages and maintains

107

interests in energy related assets, and serves as  a director  and chairman of the Audit Committee of the
Chemours Company. Between 2013 and 2019, Mr. Anastasio served on the board of the Federal
Reserve Bank of Dallas. Mr. Anastasio  received a Juris Doctorate degree from Harvard  Law School in
1981 and a Bachelor of Arts degree,  Magna cum Laude,  from  Cornell University in 1978.

Daniel R. Bradshaw has  been a director since the closing  of  our  IPO in 2014. From  1978 to 2019,
Mr. Bradshaw worked at the law firm of Johnson Stokes & Master, now Mayer Brown, in  Hong  Kong;
from 1983 to 2003 as a partner and between 2003 and 2019 as  a  senior consultant. In addition,
Mr. Bradshaw is an independent non-executive director and Chairman  of World WildLife Fund for
Nature Hong Kong and an independent  non-executive director of IRC  Limited, an affiliate of
Petropavlovsk PLC. Mr. Bradshaw received a Master of Laws  degree  from the Victoria University of
Wellington in 1971.

Roland Fisher was appointed to our board of directors on February 8, 2021.  Mr. Fisher  is the
founder of Gasfin Development, a company recognized  for pioneering mid-scale LNG  infrastructure  in
multiple markets. Gasfin is a partner in the  Tema LNG  Terminal in  Ghana, Sub-Sahara Africa’s first
LNG terminal, and developed the unique  LNG  regasification barge and floating  storage  unit being
employed there. Prior to founding Gasfin,  Mr. Fisher was Chief Financial  Officer at TGE  Group, a
specialist cryogenic gas engineering business.  Previously, Mr. Fisher also spent 10  years  in private equity
investment roles with Caledonia Investments  and  Actis working  on a diverse  portfolio  from natural
resources to financial services across Europe,  Southern Africa and  South America. He started his
career with Deloitte in London. Mr. Fisher is a Chartered  Accountant (ICAEW), holds  an MBA with
Distinction from INSEAD, and an MA (Hons) from Edinburgh University. He sits on  the investment
committee of Nash & Co and is a Trustee of Kasanka National Park in  Zambia.

Julian R. Metherell was appointed to our board of directors on August 6, 2020; he is  also  vice

chairman of GasLog Ltd and has served  on the GasLog board of directors since October 2011.
Mr. Metherell is currently a director  of MW&L Capital; he also  sits  on the board of a  number of
private  companies including Wellsafe,  Natural Capital Research  and Chairman Mentors  International.
He was  the chief financial officer and  a  director of Genel Energy plc, a leading independent oil  and
gas exploration and production company operating in the Kurdistan Region of Iraq. Genel  Energy  plc
is the successor to Vallares Plc, a publicly  listed acquisition company  which Mr. Metherell  co-founded
in April 2011. From 1999 to 2011, Mr. Metherell  was a partner at The Goldman Sachs  Group, Inc.,
where  he served as chief executive officer  of the  UK investment banking  division. Prior to joining
Goldman Sachs, Mr. Metherell was a director in  the European  energy group  at Dresdner Kleinwort,  a
London-based investment bank. Mr. Metherell is a graduate of Manchester University, where he
received a B.Sc. degree, and of Cambridge University,  where he  received an M.B.A.

Paul A. Wogan has served as our CEO since September 2020 and has been  a member of our board

of directors since August 2020. From 2008 until February 2012, Mr.  Wogan  served as senior
independent director of Clarksons PLC.  From 2000 to 2008, Mr. Wogan worked  for Teekay
Corporation, where from November  2003 to March 2008 he served as  president of Teekay Tanker
Services, with responsibility for the company’s  fleet  of crude and product tankers. Prior to joining
Teekay  Corporation, Mr. Wogan served  as chief executive officer of  Seachem Tankers Ltd. From 2009
to 2014, Mr. Wogan was a non-executive  director  of Sure  Wind Marine Ltd., a company  that  owns and
operates vessels that provide services to the  offshore wind industry.  Mr.  Wogan is  a graduate  of  Exeter
University and has an MBA from Cranfield  School of  Management.  Mr. Wogan also  serves as Chief
Executive Officer of GasLog Ltd., a position he has held since January  2013, and  has been a  member
of the GasLog Ltd. board of directors since  May  2015.

Achilleas Tasioulas has  served as our CFO and CFO of GasLog  since July 2020. He  joined

GasLog in October 2014 as Financial Controller and  his  role was expanded  to  Chief Risk  Officer,
Financial Controller and Head of Tax in  August 2017 and Deputy  CFO  of GasLog in December  2019

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and  has  over  13 years  of  experience  in  the  shipping  industry.  During  his  years  with  GasLog  he  has  been
actively  engaged  in  our  growth,  capital  markets  activity  and  has  developed  considerable  experience  in
operations, corporate finance, treasury and risk management. Achilleas is also a  Board Member of
Gastrade and a Director of several Group subsidiaries.  Immediately prior  to  joining GasLog, Achilleas
was Corporate Controller for NYSE-listed Danaos Corporation for 6 years. He is an ICAEW Fellow
Chartered Accountant, has an MSc in Project  Analysis,  Finance and  Investments from the University of
York and a BSc in Economics from the  University  of  Macedonia in Greece. Furthermore, he has
completed executive education programs in Advance Corporate Finance in London  Business School
and Strategic Financial Leadership in Stanford University Graduate  School of  Business.

Paolo Enoizi joined GasLog Partners LP in August  2019 and was appointed Chief Operating
Officer (‘‘COO’’) in September 2019.  He  was appointed  COO of GasLog  on the  same date.  Prior to
joining GasLog Partners, Mr. Enoizi was most recently Managing Director of Stolt Tankers  BV
Rotterdam, a subsidiary of Stolt Nielsen Limited,  where he was responsible for the operation of over
100 chemical tankers, 200 people ashore and over  4,000 seafarers. Mr. Enoizi’s  previous roles also
included Director of Technical & Innovation  and General Manager of Newbuilding & Technical. Whilst
at Stolt Nielsen, Mr. Enoizi led major business  transformations, integration of company  acquisitions
and  operational improvement initiatives in areas such as process optimisation, cost reductions,
digitalisation and business intelligence. Prior to joining  Stolt Nielsen  in 2008, Mr. Enoizi  was Managing
Director of a family-owned ship management  company. Mr. Enoizi is a director  of HiLo Maritime  Risk
Management Limited, a not for profit  joint industry initiative which uses a predictive  mathematical
model to enhance shipping industry safety.  Mr. Enoizi  has a Masters degree in  Naval Architecture and
Marine Engineering from the University of  Genova.

Board Leadership Structure

Our board leadership structure consists  of our Chairman and the chairmen  of our  board

committees. Our operational management is headed by our CEO. Mr.  Wogan, as  CEO, is responsible
for the day-to-day operations of the Partnership, which includes decisions relating to the Partnership’s
general management and control of its affairs and business,  and works  with our board  in developing
our business strategy. The board of directors does not have a policy mandating that the roles of CEO
and  Chairman be held by separate individuals, but believes that at this time the separation  of  such
roles is appropriate and beneficial to unitholders.

B. Compensation of Directors and Senior Management

Reimbursement of Expenses of Our General Partner

Our general partner does not receive compensation from us  for  any  services  it provides  on our

behalf, although it is entitled to reimbursement  for expenses incurred on our behalf.  In addition, our
operating subsidiaries reimburse GasLog LNG Services for expenses incurred pursuant  to  the amended
ship management agreements that our  operating subsidiaries are  party to with GasLog  LNG Services.
See  ‘‘Item 7. Major Unitholders and Related  Party  Transactions—B.  Related Party  Transactions—Ship
Management Agreements’’.

Executive Compensation

The services of our executive officers and  other employees  are  provided pursuant to the

administrative  services  agreement,  under  which  we  pay  an  annual  fee.  Mr. Andrew  J.  Orekar  stepped
down as CEO with effect from September 15, 2020 and Paul A. Wogan was appointed as CEO. For the
year ended December 31, 2020, the amount  of  compensation we paid  to  our  executive officers,
including annual and long-term cash  incentive compensation,  as well  as aggregate fees for
administrative services provided under the administrative services agreement and severance  paid to

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Andrew J. Orekar in connection with the  termination of his employment, totaled  $1,838,459. See
‘‘Item 7. Major Unitholders and Related Party Transactions—B. Related Party Transactions—
Administrative Services Agreement’’. Our  officers and  employees and  officers and employees  of our
subsidiaries and affiliates of GasLog and  our general partner may participate  in employee  pension and
benefit plans and arrangements sponsored by GasLog, GasLog subsidiaries, our general partner or their
affiliates, including plans that may be established  in the future. We did not set  aside or accrue any
amounts in the year ended December 31, 2020 to provide pension, retirement  or similar benefits to our
senior management.

Compensation of Directors

Each  non-management director receives cash compensation for being a member of our board of
directors, as well as for being a member or chairperson  of  a committee.  During  2020, non-management
directors each received a director fee of $110,000 per year. In addition,  members of the audit and
conflicts committees each received a committee  fee  of $25,000 per year whereas the chairpersons  of
such committees received a fee of $50,000  per  year. Our chairman receives an additional  chair fee and
received director fees totaling $260,000 in  2020.  In addition, each  director is  reimbursed for
out-of-pocket expenses in connection with attending  meetings  of the board of directors or committees.

We  did not set aside or accrue any amounts in  the year  ended December 31, 2020  to  provide

pension, retirement or similar benefits to our directors.

Equity Compensation Plan

In January 2015, our board of directors approved the GasLog Partners  LP  2015 Long-Term

Incentive Plan (the ‘‘Plan’’). The purpose of the Plan is  to  promote the interests of the  Partnership and
its  unitholders by attracting and retaining  exceptional  directors, officers, employees and consultants and
enabling such individuals to participate in  the long-term  growth and  financial success  of  the
Partnership.

The Plan provides  for the grant of options to purchase  our common units, common  unit
appreciation rights, restricted common  units,  phantom performance common units, cash  incentive
awards and other equity-based or equity-related awards.  We have reserved  for issuance a  total of
241,447 common units under the Plan  (equal  to  approximately 1.68% of the 14,322,358 common  units
outstanding as of December 31, 2014), subject to adjustment for changes  in capitalization as  provided
in the Plan. The Plan is administered  by  our board of directors, or such committee  of our  board of
directors as may be designated by our  board of  directors to administer the Plan.

On April 1, 2020, we granted our executive officers  and employees an aggregate of 233,688

restricted common units and 233,688 phantom performance  common units, with an aggregate fair  value
as of  the grant date of $944,100. These awards vest on  the third  anniversary of the grant  date, subject
to the recipients’ continued service; vesting  of the phantom stock units is also  subject to the
achievement of certain performance targets.  They may  be  settled in cash or newly issued  units, or a
combination thereof, at our discretion. On September  25, 2020 an aggregate of 344,262  common units
accelerate vested as a result of the termination  of  Andrew  Orekar,  CEO  GasLog Partners.

As of December 31, 2020, we have 179,956 common units reserved for issuance under  the Plan

(equal  to approximately 0.38% of the 47,517,824  common  units outstanding).

C. Board Practices

In accordance with our partnership agreement, our general partner has  delegated  to  our board of
directors the authority to oversee and  direct our  operations, management and policies on  an exclusive
basis, and such delegation will be binding  on any successor  general partner of the  partnership. Our
general partner, GasLog Partners GP LLC, is wholly owned  by GasLog. Our executive officers, all of
whom are employed by GasLog or its applicable  affiliate, manage  our day-to-day activities  consistent
with the policies and procedures adopted by our  board  of  directors.

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Since August 2020, our board of directors has consisted of five members, three of whom are
appointed by our general partner in its sole discretion  and  two of  whom are  elected  by  our  common
unitholders. The directors appointed  by  our general partner  serve until a  successor is  duly appointed by
the general partner. Directors elected  by our common unitholders  are  divided  into  three classes serving
staggered three-year terms. At our 2015  annual meeting, the Class I elected director  was elected to
serve for a one year term expiring on the  date  of the succeeding annual meeting, the  Class  II elected
director was elected to serve for a two-year term expiring on  the second  succeeding annual meeting
and the Class III elected director was  elected to serve  for  a  three-year  term expiring on the third
succeeding annual meeting. At each subsequent annual meeting of unitholders, directors  will be elected
to succeed the class of director whose term has  expired  by  a plurality of the votes of the  common
unitholders. Directors elected by our common unitholders will  be  nominated by the board of directors
or by any limited partner or group of limited partners  that holds at least  10% of the outstanding
common units. In order to effectuate cost savings, the  Partnership  Agreement was amended in August
2020 to reduce the size of the board  of directors. In  connection with  such amendment, the  number of
directors was decreased from seven to five, the number of Appointed Directors  decreased from  four to
three and the Class II Elected Director seat  was  eliminated.

If our general partner exercises its right to transfer  the power  to  elect  a majority  of  our  directors

to the common unitholders, an additional director will thereafter  be  elected  as a Class II director by
our  common unitholders. Our general partner may exercise this right in  order to permit us to claim, or
continue to claim, an exemption from  U.S.  federal  income tax under Section 883  of the Code. See
‘‘Item 4. Information on the Partnership—B. Business Overview—Taxation of the Partnership’’.

The Class I and Class III directors elected by  our  common  unitholders,  Mr. Anastasio  and

Mr. Metherell were determined by our board to be independent under  the standards of the  NYSE and
the rules and regulations of the SEC. The  elected  directors also qualify as independent  of GasLog
under our partnership agreement so as  to  be eligible for membership  on  our conflicts  committee.

Each  outstanding common unit is entitled to one vote on  matters subject  to  a vote of common
unitholders. However, if at any time, any  person or group  owns beneficially more than 4.9% of any
class or series of units (other than the  Preference Units) then outstanding,  any such units owned  by
that person or group in excess of 4.9% may not be voted  on any matter  and will not be considered to
be outstanding when sending notices of  a meeting of limited partners, calculating required  votes (except
for purposes of nominating a person for election  to  our  board of directors), determining the  presence
of a quorum or for other similar purposes under our partnership agreement, unless otherwise required
by law. This loss of voting rights does  not  apply  to  the Preference Units. Effectively, this means that
the voting rights of any such common unitholders in  excess  of 4.9% will be redistributed pro rata
among the other common unitholders  holding  less  than 4.9% of the voting  power  of all classes of units
entitled to vote. Our general partner,  its  affiliates  and  persons  who acquired common units with the
prior approval of our board of directors will not be subject to this 4.9% limitation  except with respect
to voting their common units in the election of the  elected directors. This limitation  will  support our
claim of an exemption from U.S. federal income tax under  Section 883 of the  Code in the event  our
general partner transfers the power to  elect one director to  the common unitholders.

There are no service contracts between us and any  of our directors providing for benefits  upon

termination of their employment or service.

We  are a ‘‘foreign private issuer’’ under the securities laws of the United States and the rules of

the NYSE. Under the securities laws  of  the United States, ‘‘foreign private issuers’’ are subject  to
different disclosure requirements than U.S. domiciled  registrants, as well  as different financial  reporting
requirements. Under the NYSE rules, a  ‘‘foreign  private issuer’’ is subject  to  less  stringent corporate
governance requirements. Subject to  certain  exceptions, the rules of the  NYSE permit a ‘‘foreign
private  issuer’’ to follow its home country practice  in lieu of the listing  requirements of the  NYSE,

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including (i) the requirement that a majority of the board of directors consist  of independent  directors
and (ii) the requirement that a compensation  committee or a nominating/corporate  governance
committee be established. Four of our five directors  qualify as  independent. As a result,
non-independent directors may, among other  things, participate in fixing the  compensation  of our
management, making share and option  awards and  resolving governance issues regarding  our  Company.
Accordingly, in the future you may not have  the same protections afforded to unitholders of similarly
organized limited partnerships that are subject to all of the  NYSE corporate  governance  requirements.

Our board of directors meets regularly throughout the year. In 2020, the  board met 13  times. As
part of our board meetings, our independent directors meet without the non-independent directors in
attendance. In addition, the board regularly holds sessions  without  the CEO  and executive officers
present.

Committees of the Board of Directors

Audit Committee

We  have an audit committee that, among other  things, reviews  our external financial reporting,

engages our external auditors and oversees our internal audit  activities and procedures and the
adequacy of our internal accounting controls.  Our audit committee is comprised of Curtis  V. Anastasio,
Daniel R. Bradshaw and Julian R. Metherell, with Curtis V. Anastasio serving as the  chair of the audit
committee. Our board of directors has  determined  that each of Curtis V. Anastasio,  Daniel  R.
Bradshaw and Julian R. Metherell satisfies  the independence standards  established  by  the NYSE, and
that Julian R. Metherell qualifies as  an  ‘‘audit committee financial expert’’ for purposes  of  SEC rules
and regulations.

Conflicts Committee

We  also have a conflicts committee that is available at the board of directors’  discretion to review

specific  matters that the board of directors believes may involve conflicts of  interest. The  conflicts
committee will determine if the resolution of the conflict of interest is fair and reasonable to us. The
members of the conflicts committee must  meet the  independence standards established  by  the NYSE
and the SEC to serve on an audit committee of a  board  of  directors, and may  not  be  any of the
following: (a) officers or employees of  our general partner, (b)  officers, directors or employees of any
affiliate of our general partner (other  than the  Partnership and its subsidiaries) or  (c)  holders of any
ownership interest in the general partner,  its affiliates or  the Partnership  and its  subsidiaries  (other
than (x) common units or (y) awards granted pursuant to any long-term incentive plan,  equity
compensation plan or similar plan of the  Partnership or  its  subsidiaries). Any matters  approved by the
conflicts committee will be conclusively deemed to be fair and  reasonable  to  us,  approved by all of our
partners and not a breach by our directors, our general partner  or  its affiliates  of any  duties any of
them may owe us or our unitholders.  Our conflicts committee is comprised of Daniel R. Bradshaw and
Roland Fisher, with Daniel R. Bradshaw  serving as chair of  the  conflicts committee.

Employees of affiliates of GasLog provide  services  to  us  under the  administrative services
agreement. See ‘‘Item 7. Major Unitholders and Related Party Transactions—B.  Related  Party
Transactions—Administrative Services  Agreement’’.

Our officers and the other individuals providing services to us  or  our subsidiaries  may face a
conflict regarding the allocation of their time between our business and the other business interests of
GasLog or its affiliates. Our officers and  such other individuals providing  services  to  us or our
subsidiaries intend to devote as much time to the  management of our business and affairs as is
necessary for the proper conduct of our  business and affairs.

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Whenever our general partner makes  a determination or takes or declines  to  take an  action in its

individual capacity rather than in its capacity as our general partner, it is entitled to make such
determination or to take or decline to  take such  other  action free  of  any  fiduciary duty or  obligation
whatsoever to us or any limited partner,  and  our  general  partner is not required to act in good  faith  or
pursuant to any other standard imposed by  our  partnership agreement or  under the Marshall Islands
Act or any other law. Specifically, our  general partner  will be considered to be acting in its individual
capacity  if it exercises its call right, pre-emptive rights or registration rights, consents or withholds
consent to any merger or consolidation of  the partnership,  appoints any directors  or votes for the
appointment of any director, votes or  refrains from voting on amendments  to  our partnership
agreement that require a vote of the  outstanding units, voluntarily withdraws  from the partnership,
transfers (to the extent permitted under  our partnership  agreement) or refrains from  transferring its
units, general partner interest or votes upon the dissolution  of  the partnership. Actions of our general
partner, which are made in its individual capacity, will be made by GasLog as sole  member  of our
general partner.

Corporate Governance

The board of directors and our Partnership’s management engage in an ongoing review  of  our

corporate governance practices in order to oversee  our  compliance with  the applicable corporate
governance rules of the NYSE and the SEC.

We  have adopted a Code of Business Conduct and Ethics  for all directors, officers, employees and

agents of  the Partnership.

This document and other important  information  on our governance  are posted  on our website and

may be viewed at  http://www.gaslogmlp.com. Reference to our website is for informational purposes
only; our website is not incorporated  by reference in this annual report.  We will also provide a paper
copy  of any of these documents upon the  written request of  a  unitholder at  no cost. Unitholders may
direct their requests to the attention  of  our  General  Counsel,  c/o GasLog LNG Services Ltd., 69 Akti
Miaouli, Piraeus, 18537 Greece.

Exemptions from NYSE Corporate Governance  Rules

Because we qualify as a foreign private  issuer under  SEC rules,  we  are  permitted to follow the
corporate governance practices of the  Marshall Islands (the jurisdiction  in which we are organized) in
lieu of certain of the NYSE corporate governance requirements that would  otherwise be applicable to
us. The NYSE rules do not require a  listed company  that is  a  foreign private issuer to have  a board  of
directors that is comprised of a majority  of independent directors. Under Marshall  Islands law, we  are
not required to have a board of directors comprised of a  majority of directors meeting  the
independence standards described in the  NYSE rules. In addition, the  NYSE rules do not require
limited partnerships like us to have boards of directors  comprised of a majority of  independent
directors. Accordingly, our board of  directors is not required  to  be  comprised of a  majority of
independent directors.

The NYSE rules do not require foreign  private issuers or limited partnerships like  us to establish a

compensation committee or a nominating/corporate  governance committee. Similarly, under  Marshall
Islands law, we are not required to have  a compensation committee or a nominating/corporate
governance committee. Accordingly,  we  do not have  a compensation  committee or  a nominating/
corporate governance committee.

D. Employees

We  do not directly employ any on-shore or seagoing employees. The services of  our executive

officers and other employees are provided pursuant to the administrative  services agreement, under

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which  we pay an annual fee. As of December  31, 2020, GasLog  employed (directly  and through
manning agents) approximately 1,866  seafaring  staff  who serve on GasLog’s owned and  managed
vessels (including our fleet) as well as 170 shore-based staff. GasLog and  its affiliates may employ
additional staff to assist us as we grow. GasLog, through  certain of its subsidiaries, provides onshore
advisory, commercial, technical and operational support to our operating  subsidiaries  pursuant to the
amended ship management agreements, subject  to  any alternative arrangements made with the
applicable charterer. See ‘‘Item 7. Major  Unitholders  and Related Party Transactions—B. Related Party
Transactions—Ship Management Agreements’’.

LNG marine transportation is a specialized area requiring technically skilled officers and personnel

with specialized training. We and GasLog regard attracting  and retaining motivated,  well-qualified
seagoing and shore-based personnel as a top priority, and GasLog offers its  people competitive
compensation packages. As a result, GasLog has  historically enjoyed  high retention rates.  In  2020,
GasLog’s retention rate was 97% for senior seagoing officers, 94% for other seagoing officers and 97%
for shore staff.

Although GasLog has historically experienced high employee retention rates, the demand  for
technically skilled officers and crews  to  serve on LNG carriers has been  increasing as the global fleet  of
LNG carriers continues to grow. This increased demand has and may continue to put inflationary cost
pressure on ensuring qualified and well trained crew are  available to GasLog. However, we  and
GasLog expect that the impact of cost  increases  would be mitigated to some extent by certain
provisions in certain of our time charters,  including automatic periodic  adjustment  provisions and cost
review provisions.

In addition, the services of our executive officers and other  employees are provided pursuant to

the administrative services agreement,  under  which we pay an  annual  fee. See ‘‘Item 7. Major
Unitholders and Related Party Transactions—B. Related Party Transactions—Administrative Services
Agreement’’.

E. Share Ownership

The common units beneficially owned by our directors and  executive officers and/or  entities

affiliated  with these individuals is disclosed  in ‘‘Item 7.  Major Unitholders  and Related  Party
Transactions—A. Major Unitholders’’ below.  For information regarding arrangements for  involving the
employees in the capital of the company, see ‘‘Item  6. Directors, Senior Management and  Employees—
B. Compensation of Directors and Senior  Management’’.

ITEM 7. MAJOR UNITHOLDERS AND RELATED PARTY TRANSACTIONS

A. Major Unitholders

The following table sets forth certain information regarding the  beneficial ownership of our

outstanding common units as of February  25, 2021 held by:

(cid:127) each of our executive officers;

(cid:127) each of our directors;

(cid:127) all our directors and officers as a group; and

(cid:127) each holder known to us to beneficially own 5% or more of  our units;

Beneficial ownership is determined in accordance with SEC rules. Percentage computations  are

based on an aggregate of 47, 517,824  common units  outstanding as  of  February 25,  2021. Each  issued
and outstanding common unit entitles the unitholder to one vote. Information  for certain  holders is
based on their latest filings with the SEC or  information  delivered to us. Except as noted below, the

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address of all unitholders, officers and  directors  identified  in the table and the  accompanying footnotes
below is in care of our principal executive  offices.

Name of Beneficial Owner

Directors and officers
Curtis V. Anastasio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Daniel R. Bradshaw . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Roland Fisher . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Julian R. Metherell
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Paul A. Wogan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Achilleas Tasioulas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Paolo Enoizi
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All directors and officers as a group . . . . . . . . . . . . . . . . . . . .
Other 5% beneficial owners
GasLog Ltd.(1)
Invesco Ltd.(2)
FMR LLC(3)

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Common Units
Beneficially
Owned

Number

Percent

*
—
—
—
*
—
—
*

*
—
—
—
*
—
—
*

14,791,602
10,017,810
1,065,369

31.1%
21.1%
2.2%

(1)

(2)

(3)

GasLog Ltd. is effectively controlled by its chairman, Peter G. Livanos,  who is deemed to beneficially own,
directly or indirectly, 41.4% of the issued and  outstanding common shares of GasLog Ltd. Excludes the 2.0%
general partner interest held by our general partner,  a wholly  owned subsidiary of GasLog Ltd.

Based on information contained in the Schedule 13G filed with the SEC on February 14, 2021, Invesco Ltd. has
sole voting power over 10,017,810 common units.

Based on information contained in the Schedule 13G filed with the SEC on March 10, 2020, FMR LLC has sole
voting power over 1,065,369 common units.

*

Less than 1%.

Each  outstanding common unit is entitled to one vote on  matters subject  to  a vote of common

unitholders. However, to preserve our  ability to claim an  exemption  from U.S.  federal income tax
under Section 883 of the Code (which we do  not  expect to  qualify for, unless  our  general partner
exercises the ‘‘GasLog option’’ described in ‘‘Item  4. Information on the Partnership—B. Business
Overview—Taxation of the Partnership—U.S. Taxation of  Shipping’’),  if at any time any  person or
group owns beneficially more than 4.9% of  any class or series  of units (other than  the Preference
Units) then outstanding, any units beneficially  owned by that person or group in excess  of  4.9% may
not be voted on any matter and will  not  be considered  to  be  outstanding when sending notices of a
meeting  of limited partners, calculating required  votes  (except for purposes of  nominating a person  for
election to our board of directors), determining the presence  of a quorum or for other similar  purposes
under our partnership agreement, unless  otherwise required  by law. Effectively, this means that the
voting rights of any such common unitholders in excess of 4.9% will be redistributed pro rata among
the other common unitholders holding  less  than 4.9% of the voting  power  of all classes of units entitled
to vote. Our general partner, its affiliates  and persons who acquired  common units with the prior
approval of our board of directors will not be subject to this 4.9% limitation except with respect  to
voting their common units in the election of the elected directors.

Holders of our Preference Units generally have  no voting rights  except (i) in respect  of
amendments to the partnership agreement which  would adversely vary the  rights of the Preference
Units or, (ii) in the event that the Partnership proposes to issue  any  parity  securities if the cumulative
distributions payable on issued and outstanding Preference Units are in arrears  or (iii) in the event that
the Partnership proposes to issue any securities that are  senior to the Preference Units.  However, if

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and whenever distributions payable on a  series of Preference Units are in  arrears for six  or more
quarterly periods, whether or not consecutive,  holders  of such series of Preference Units  (voting
together as a class with all other classes or series of parity securities upon which like voting  rights have
been conferred and are exercisable) will  be entitled  to  elect one additional  director to serve on our
board of directors, and the size of our board of directors will be increased as needed to accommodate
such change (unless the size of our board of directors already  has been increased by reason of the
election of a director by holders of parity securities upon which  like voting  rights have been conferred
and with which the Preference Units voted as  a class  for the  election of such  director). The right of
such holders of Preference Units to elect a member  of our board of directors  will continue until such
time as all accumulated and unpaid dividends on  the applicable  series  of Preference Units have been
paid in full.

As a result of its ownership of the general  partner,  and  the fact that the general  partner elects  the

majority of the Partnership’s directors  in accordance  with the  partnership agreement, GasLog  has the
ability to control the Partnership’s affairs  and  policies. GasLog will retain the ability to control  the
Partnership’s  affairs  and  policies  through  its  ownership  of  the  general  partner  post  completion  of  the
Transaction announced by GasLog on February 22, 2021, under which  GEPIF  will acquire all of the
outstanding common shares of GasLog that  are not held by the Rolling Shareholders  of GasLog  in
exchange for $5.80 in cash per common  share. The Transaction is  expected to close  in the
second quarter of 2021. See ‘‘Item 6. Directors, Senior Management and Employees—C. Board
Practices’’.

As of February 25, 2021, we had 3 common  unitholders of record  located  in the United States.
One  of those shareholders was CEDE  &  CO., a  nominee of The Depository Trust  Company, which
held in aggregate 32,726,218 common  units,  representing  68.9% of our outstanding  common units and a
64.7% ownership interest in us. We believe  that the units held  by CEDE  & CO. include common  units
beneficially owned by both holders in the  United Sates and non-U.S.  beneficial  owners.

B. Related Party Transactions

From time to time we have entered into agreements and have consummated  transactions with

certain related parties. We may enter into related party transactions from time to time  in the future.
The related party transactions that we have entered  into  or were  party to during the  year ended
December 31, 2020 are discussed below.

Omnibus Agreement

On May 12, 2014, we entered into an  omnibus agreement with GasLog, our general partner  and
certain of our other subsidiaries. The following discussion  describes  certain provisions  of the omnibus
agreement.

Noncompetition; Five-Year Vessel Restricted Business Opportunities

Under the omnibus agreement, GasLog has agreed, and has caused its  controlled  affiliates  (other

than us, our general partner and our subsidiaries) to agree,  not to acquire, own, operate or charter any
LNG carrier with a cargo capacity greater than 75,000 cbm engaged in  oceangoing LNG  transportation
under a charter for five full years or  more without, within  30 calendar days  after the consummation of
the acquisition or the commencement of  the operations  or charter of such  a vessel, notifying us and
offering us the opportunity to purchase such a vessel at  fair market value. For  the purposes  of  this
section, we refer to these vessels, together with any related  charters,  as ‘‘Five  Year Vessels’’ and  to  all
other LNG carriers, together with any related charters,  as Non-Five  Year  Vessels. The restrictions in

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this  paragraph will not prevent GasLog or any of its controlled affiliates (other than  us and  our
subsidiaries) from:

(1) acquiring, owning, operating or chartering  Non-Five-Year Vessels;

(2) acquiring one or more Five-Year  Vessels  if  GasLog  promptly offers to sell  the vessel to us for

the acquisition price plus any administrative costs  (including re-flagging and  reasonable legal
costs) associated with the transfer to us at the time of the acquisition;

(3) putting a Non-Five-Year Vessel under charter for five full years or more  if  GasLog offers to
sell the vessel to us for fair market value (x) promptly after  the time it becomes a Five-Year
Vessel and (y) at each renewal or extension of that  charter for  five  full  years  or more;

(4) acquiring one or more Five-Year  Vessels  as part  of the acquisition of a  controlling  interest in

a business or package of assets and owning, operating or chartering those vessels; provided,
however, that:

(a) if less than a majority of the value of the business or assets acquired is attributable to

Five-Year Vessels, as determined in good  faith by  GasLog’s  board of  directors, GasLog
must offer to sell such vessels to us for  their  fair market value plus  any  additional tax or
other similar costs that GasLog incurs  in connection  with the acquisition and the transfer
of such vessels to us separate from the acquired business; and

(b) if a majority or more of the value of  the business  or assets  acquired is attributable to

Five-Year Vessels, as determined in good  faith by  GasLog’s  board of  directors, GasLog
must notify us of the proposed acquisition  in advance. Not later than 30 days  following
receipt of such notice, we will notify GasLog  if we wish to acquire  such vessels in
cooperation and simultaneously with  GasLog acquiring the Non-Five-Year Vessels. If  we
do not notify GasLog of our intent to pursue  the acquisition within  30 days, GasLog may
proceed with the acquisition and then offer to sell such vessels to us  as provided in
(a) above;

(5) acquiring a non-controlling equity  ownership, voting or profit participation  interest in any

company, business or pool of assets;

(6) acquiring, owning, operating or chartering  any Five-Year  Vessel  if we do not fulfill  our

obligation to purchase such vessel in accordance with  the terms  of  any  existing or future
agreement;

(7) acquiring, owning, operating or chartering  a Five-Year Vessel  subject to the offers to us

described in paragraphs (2), (3) and (4) above  pending  our determination whether  to  accept
such offers and pending the closing of any offers we  accept;

(8) providing ship management services relating to any vessel;

(9) owning or operating any Five-Year Vessel that GasLog owned on the  closing  date of the  IPO

and that was not part of our fleet as of  such date; or

(10) acquiring, owning, operating or chartering  a Five-Year Vessel  if we have previously advised

GasLog that we consent to such acquisition,  ownership, operation  or charter.

If GasLog or any of its controlled affiliates (other than us, our general partner  or our subsidiaries)

acquires, owns, operates or charters Five-Year  Vessels  pursuant  to  any of  the exceptions described
above, it may not subsequently expand  that portion of  its business other  than pursuant to those
exceptions. However, such Five-Year Vessels could eventually compete  with our vessels upon their
re-chartering.

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In addition, under the omnibus agreement  we have  agreed, and  have caused  our  subsidiaries  to
agree, to  acquire, own, operate or charter  Five-Year  Vessels only. The restrictions  in this paragraph will
not:

(1) prevent us or any of our subsidiaries from owning,  operating or chartering  any Non-Five-Year
Vessel that was previously a Five-Year Vessel while owned by us or  any  of  our subsidiaries;

(2) prevent us or any of our subsidiaries from acquiring Non-Five-Year Vessels as part of the

acquisition of a controlling interest in  a business  or package of assets and  owning, operating
or chartering those vessels; provided,  however,  that:

(a) if less than a majority of the value of the business or assets acquired is attributable to

Non-Five-Year Vessels, as determined in good faith by us, we must offer to sell such
vessels to GasLog for their fair market value plus any additional tax or other similar costs
that we incur in connection with the  acquisition and the transfer of such vessels to
GasLog separate from the acquired business; and

(b) if a majority or more of the value of  the business  or assets  acquired is attributable to

Non-Five-Year Vessels, as determined in good faith by us, we must notify  GasLog  of  the
proposed acquisition in advance. Not  later  than 30  days following receipt of such notice,
GasLog must notify us if it wishes to acquire  the Non-Five-Year  Vessels  in cooperation
and simultaneously with us acquiring the  Five-Year  Vessels. If GasLog does not notify us
of its intent to pursue the acquisition within  30 days, we may proceed with the  acquisition
and then offer to sell such vessels to GasLog as provided in  (a)  above;

(3) prevent us or any of our subsidiaries from acquiring, owning,  operating or  chartering any
Non-Five-Year Vessels subject to the offer to GasLog described in  paragraph (2)  above,
pending its determination whether to  accept such offer and pending the closing of any offer it
accepts; or

(4) prevent us or any of our subsidiaries from acquiring, owning,  operating or  chartering

Non-Five-Year Vessels if GasLog has  previously advised  us that  it consents to such acquisition,
ownership, operation or charter.

If we  or any of our subsidiaries acquires, owns, operates or charters Non-Five-Year Vessels
pursuant to any of the exceptions described  above, neither we  nor  such subsidiary may subsequently
expand that portion of our business other than pursuant to those  exceptions.

During  the 30-day period after GasLog’s notice  and offer of an opportunity to purchase a

Five-Year Vessel, we and GasLog will negotiate in  good faith to reach an agreement  on the  fair market
value (and any applicable break-up costs)  of  the relevant vessel.  If we do not reach an agreement
within such 30-day period, a mutually-agreed upon  investment banking firm, ship broker or  other expert
advisor  will be engaged to determine the  fair market value (and any  applicable break-up costs) of  the
relevant vessel and other outstanding terms, and we  will have the option, but  not  the obligation, to
purchase the relevant vessel on such terms. Our ability to consummate  the acquisition of such
Five-Year Vessel from GasLog will be  subject to obtaining any consents of governmental  authorities
and other non-affiliated third parties and to all agreements existing with  respect to such  Five-Year
Vessel. See ‘‘Item 3. Key Information—D. Risk Factors—Risks  Inherent in Our Business—We may
have difficulty obtaining consents that are necessary to acquire vessels with an  existing charter or a
financing agreement’’. Under the omnibus agreement,  GasLog will indemnify  the Partnership against
losses arising from the failure to obtain  any consent or governmental permit necessary to own or
operate the fleet in substantially the same manner that the  vessels  were owned and  operated by
GasLog immediately prior to the Partnership’s acquisition of such  vessels.  See  ‘‘—Indemnification’’.

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Upon a change of control of us or our general partner, the  non-competition provisions  of the

omnibus agreement will terminate immediately. Upon a  change of control of GasLog, the
non-competition provisions of the omnibus  agreement applicable  to  GasLog will terminate at  the time
of the change of control. On the date  on  which a majority of our directors ceases to consist of  directors
that were (1) appointed by our general partner prior to our first annual meeting of unitholders  and
(2) recommended for election by a majority of our appointed directors,  the non-competition  provisions
applicable to GasLog shall terminate  immediately.

LNG Carrier Purchase Options

On August 27, 2019, GasLog entered into  a 10-year  time charter  agreement  with Sinolam  for the

GasLog Singapore.  The  vessel  is  expected  to  commence  its  charter  to  Sinolam  after  the  vessel’s  dry-
docking and conversion to an FSU. Within  30 days of the  commencement of the  charter, GasLog will
be required to offer us the opportunity  to  purchase the vessel at fair market value as  determined
pursuant to the omnibus agreement.

On March 15, 2019, GasLog entered  into an  eight-year time charter  agreement with  Endesa for
the GasLog Warsaw. The vessel is expected to commence its charter to Endesa in May 2021.  Within
30 days of the commencement of the  charter,  GasLog  will be required  to  offer us  the opportunity to
purchase the vessel at fair market value as determined  pursuant  to  the omnibus agreement.

On January 12, 2018, GasLog signed an agreement with Centrica for the GasLog Windsor to be
chartered to Centrica upon delivery in 2020  for  an initial  term  of  seven  years.  Within 30  days of the
commencement of the charter, GasLog  will be required to  offer us  the opportunity to purchase the
vessel at fair market value as determined pursuant to the omnibus agreement.

On March 28, 2019, GasLog entered  into a 12-year time  charter agreement with JERA  for the
GasLog Wales. The vessel is expected to deliver from  Samsung in April 2020,  at which point it will
commence its 12-year time charter. Within 30 days of the commencement of the charter, GasLog  will
be required to offer us the opportunity  to  purchase  the vessel at fair market value as  determined
pursuant to the omnibus agreement.

On May 30, 2018, GasLog signed an agreement with Centrica for the GasLog Westminster to be
chartered to Centrica upon delivery in 2020  for  an initial  term  of  seven  years.  Within 30  days of the
commencement of the charter, GasLog  will be required to  offer us  the opportunity to purchase the
vessel at fair market value as determined pursuant to the omnibus agreement.

On August 16, 2018, GasLog signed an  agreement with  Cheniere for the GasLog Georgetown and

the GasLog Galveston to be chartered to Cheniere upon delivery  in 2020 for initial  terms of seven
years. Within 30 days of the commencement of each of the  charters,  GasLog will be required to offer
us the opportunity to purchase the vessels  at fair market value as determined pursuant  to  the omnibus
agreement.

On December 21, 2018, GasLog signed  agreements with Cheniere for newbuildings Hull Nos. 2311

and 2312 to be chartered to Cheniere  upon delivery in 2021 for initial terms of  seven  years.  Within
30 days of the commencement of each of the charters, GasLog will be required to offer us the
opportunity to purchase the vessels at  fair  market value  as  determined pursuant to the omnibus
agreement.

If we  and GasLog are unable to agree  upon the fair market value of any of  these optional vessels,
the respective fair  market values will  be  determined by  a mutually acceptable investment banking firm,
ship broker or other expert advisor, and  we will have the right, but not the obligation, to purchase the
vessel at such price. Our ability to consummate the  acquisition  of  such vessels from  GasLog will be
subject to obtaining any consents of governmental authorities and  other non-affiliated third parties and
to all agreements existing as of the closing date in respect  of such vessels. See ‘‘Item  3. Key

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Information—D. Risk Factors—Risks  Inherent in  Our Business—We  may have difficulty  obtaining
consents that are necessary to acquire  vessels  with an  existing charter or a  financing agreement’’.

On the date on which a majority of our directors ceases  to consist of directors that were

(1) appointed by our general partner prior to our first annual meeting of unitholders and
(2) recommended for election by a majority of our appointed directors,  the LNG  carrier  purchase
options shall terminate immediately.

Rights of First Offer

Under the omnibus agreement, we and  our subsidiaries have  granted to GasLog a  right of first
offer on any proposed sale, transfer or  other disposition of any Five-Year Vessels or  Non-Five-Year
Vessels owned by us. Under the omnibus agreement, GasLog has agreed  (and has caused  its
subsidiaries to agree) to grant a similar right of first offer to us for any Five-Year Vessels they might
own. These rights of first offer will not  apply to a (1) sale, transfer or other  disposition of vessels
between any affiliated subsidiaries or  pursuant to the  terms of any current  or future  charter or  other
agreement with a charter party or (2)  merger with or into, or sale of substantially all of  the assets to,
an unaffiliated third party.

Prior to engaging in any negotiation regarding  any vessel disposition  with respect  to  a Five-Year
Vessel with an unaffiliated third party or any Non-Five-Year Vessel, we or  GasLog, as the  case may be,
will deliver a written notice to the other relevant party setting forth the  material  terms and conditions
of the proposed transaction. During the 30-day period after  the  delivery of such  notice,  we and
GasLog, as the case may be, will negotiate in good  faith to reach  an agreement on the transaction.  If
we do not reach an agreement within  such 30-day period,  we  or  GasLog, as the  case may be, will be
able within the next 180 calendar days to sell, transfer, dispose  or  re-charter  the vessel to a third party
(or to agree in writing to undertake such transaction with a third party) on terms generally no less
favorable to us or GasLog, as the case may be, than those  offered pursuant to the  written  notice. Our
ability to consummate the acquisition  of  such Five-Year  Vessel from GasLog  will be subject to
obtaining any consents of governmental  authorities  and  other non-affiliated third parties  and to all
agreements existing in respect of such  Five-Year  Vessel.  See ‘‘Item 3.  Key Information—D. Risk
Factors—Risks Inherent in Our Business—We may have difficulty obtaining  consents  that  are necessary
to acquire vessels with an existing charter  or a financing agreement’’.

Upon a change of control of us or our general partner, the  right of first offer provisions of the
omnibus agreement will terminate immediately. Upon a  change of control of GasLog, the right of first
offer provisions applicable to GasLog under  the omnibus  agreement will terminate at the time of the
change of control. On the date on which a majority  of our directors  ceases to consist of directors that
were (1) appointed by our general partner  prior to our first annual meeting of unitholders  and
(2) recommended for election by a majority of our appointed directors,  the provisions related  to  the
rights of first offer granted to us by GasLog shall terminate immediately.

For purposes of the omnibus agreement, a ‘‘change  of  control’’ means,  with respect to any

‘‘applicable person’’, any of the following  events: (a) any sale, lease,  exchange or other  transfer  (in  one
transaction or a series of related transactions) of all or  substantially  all of the applicable person’s assets
to any other person, unless immediately  following such  sale, lease,  exchange or  other transfer such
assets are owned, directly or indirectly,  by the  applicable  person;  (b) the  consolidation or merger of the
applicable person with or into another person pursuant to a transaction in  which the outstanding voting
securities of the applicable person are changed into or exchanged for cash, securities or other property,
other than any such transaction where  (i) the outstanding  voting securities of the applicable person are
changed into or exchanged for voting securities of the surviving person  or its parent and (ii) the  holders
of the voting securities of the applicable  person immediately  prior to such transaction  own, directly or
indirectly, not less than a majority of the  outstanding voting securities  of  the surviving  person or its

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parent immediately after such transaction; and  (c) a ‘‘person’’  or  ‘‘group’’ (within the  meaning of
Sections 13(d) or 14(d)(2) of the Securities Exchange Act of 1934, or the ‘‘Exchange Act’’), other  than
GasLog or its affiliates with respect to  the general partner,  being or becoming the  ‘‘beneficial owner’’
(as defined in Rules 13d-3 and 13d-5  under the Exchange Act) of more than 50% of all of the  then
outstanding voting securities of the applicable  person, except in a merger  or consolidation which  would
not constitute a change of control under  clause  (b) above.

Indemnification

Under the omnibus agreement, GasLog undertook to indemnify us after the closing of the  IPO for
a period of five years and to indemnify  us for  a period  of  at  least three years after our purchase of any
vessels subject to purchase options, against certain environmental and toxic tort liabilities with respect
to the vessels that are contributed or  sold  to us to the extent  arising  prior to the time they were
contributed or sold to us. Liabilities resulting from a  change in law after the closing of the IPO are
excluded from the environmental indemnity.  There is  an aggregate cap  of  $5 million on the  amount  of
indemnity coverage provided by GasLog for environmental  and toxic tort liabilities. No claim may be
made unless the aggregate dollar amount  of all claims exceeds  $500,000, in  which case GasLog is liable
for claims only to the extent such aggregate amount exceeds $500,000.

GasLog will also indemnify us for liabilities related  to:

(cid:127) certain defects in title to the fleet and any failure  to  obtain, prior to the  time they were
contributed to us, certain consents and permits necessary to  conduct our  business,  which
liabilities arise within three years after  the closing of the IPO;  and

(cid:127) certain tax liabilities attributable to  the operation of the  assets contributed or sold to us  prior to

the time they were contributed or sold.

Amendments

The omnibus agreement may not be amended without the prior approval of the conflicts

committee of our board of directors if  the  proposed amendment will, in the  reasonable discretion of
our  board of directors, adversely affect holders  of  our common units.

Administrative Services Agreement

On May 12, 2014, we entered into an  administrative services agreement with GasLog,  pursuant  to

which  GasLog provides certain management and administrative services to us. The services provided
under the administrative services agreements  are required to be provided  in a diligent manner, as we
may reasonably direct.

The administrative services agreement will continue indefinitely until terminated by us  upon

90 days’ notice for any reason in the  sole  discretion  of  our  board of  directors. In addition, the
administrative services agreement may  be  terminated  by GasLog upon 90 days’ notice  if:

(cid:127) there is a change of control of us or our general partner;

(cid:127) a receiver is appointed for all or substantially  all  of our property;

(cid:127) an order is made to wind up our partnership;

(cid:127) a final judgment or order that materially and adversely affects our ability to perform the

agreement is obtained or entered and not vacated, discharged or  stayed; or

(cid:127) we make a general assignment for  the benefit  of our creditors, file a petition  in bankruptcy or

liquidation or commence any reorganization  proceedings.

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Under the administrative services agreement, certain officers  of GasLog  provide executive  officer
functions for our benefit. These officers are responsible for our day-to-day management  subject to the
direction of our board of directors. Our board of directors has  the ability to terminate the arrangement
with GasLog regarding the provision  of executive officer  services to us  at  any time in its sole discretion.

The administrative services provided by GasLog  include:

(cid:127) bookkeeping, audit and accounting services: assistance with the maintenance of our corporate
books and records, assistance with the preparation of our tax returns and arranging for the
provision of audit and accounting services;

(cid:127) legal and insurance services: arranging for the provision of legal, insurance and other professional

services and maintaining our existence and  good  standing in necessary jurisdictions;

(cid:127) administrative and clerical services: assistance with personnel administration, payroll and office
space, arranging meetings for our common unitholders  pursuant  to  the partnership agreement,
arranging the provision of IT services, providing  all administrative services required for debt and
equity financings and attending to all other administrative matters necessary  to  ensure the
professional management of our business;

(cid:127) banking and financing services: providing treasury and cash management  services including

assistance with identifying and accessing sources of capital, preparation of  budgets, overseeing
banking services and bank accounts, arranging for  the deposit  of  funds  and  monitoring and
maintaining compliance therewith and financial risk management;

(cid:127) advisory services: assistance in complying with United States and other relevant securities laws;

(cid:127) client and investor relations: arranging for the provision of advisory, clerical and investor  relations

services to assist and support us in our communications with our  unitholders; and

(cid:127) assistance with the integration of any  acquired businesses.

For periods through the year ended December 31,  2020, GasLog received a service fee of

$0.5 million per vessel per year in connection  with providing services under the administrative  services
agreement. Amounts payable by us under the  administrative services  agreement must be paid in
advance  on a monthly basis by the first  working day  of  each month. The  aggregate  fees  and expenses
for services under the administrative services agreement for  the year  ended December 31, 2020  was
$7.8 million, which related to the five vessels acquired from GasLog in 2014,  the three vessels acquired
from GasLog in 2015, the vessel acquired  from  GasLog in 2016,  the three vessels acquired in  2017, the
two vessels acquired from GasLog in 2018  and  the GasLog Glasgow from its acquisition in 2019.

In December 2020, the board of directors  approved a  decrease in the  service  fee  payable to
GasLog under the terms of the administrative services agreement.  With effect from  January 1, 2021  a
service fee of $0.3 million per vessel  per  year will be payable.

Under the administrative services agreement, we will  indemnify GasLog  against all actions  which
may be brought against it as a result of its performance  of the administrative services including,  without
limitation, all actions brought under the  environmental laws  of  any jurisdiction, and  against and in
respect of all costs and expenses they may  suffer or  incur due to defending  or settling  such actions;
provided, however, that such indemnity  excludes any or all losses to the  extent that they  are caused by
or due to the fraud, gross negligence or  willful  misconduct of GasLog  or its officers, employees and
agents.

Ship Management  Agreements

All vessels in our fleet have entered  into a ship management agreement with  GasLog LNG
Services, except the Solaris which is managed by Shell, pursuant to which certain crew and technical

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services are provided by GasLog LNG  Services. Under these ship management agreements,  our
operating subsidiaries pay fees to and  reimburse the costs and expenses of the  manager as described
below.

Management services. Each amended ship management agreement requires that GasLog LNG

Services and its subcontractors use their  best endeavors  to  perform,  among  others, the following
management services:

(cid:127) the provision of suitably and adequately qualified  crew for the vessel  in accordance with the
requirements of the owner and the attendance to all  matters pertaining  to  training, labor
relations, insurance and amenities of the  crew;

(cid:127) the provision of operational and technical management,  including arrangement and  supervision

of dry-dockings, repairs, alterations and the  upkeep of the  vessel, arrangement for the victualling
and storing of the vessels, appointment of surveyors and technical consultants and development,
implementation and maintenance of  a Safety Management System in accordance with  the ISM
Code;

(cid:127) the provision of applicable documentation  of compliance and safety management certificates;

(cid:127) the provision of an accounting system that meets the  requirements of the  owner, regular

accounting services and regular reports and records, and  the maintenance  of  records of costs and
expenditures incurred, as well as data necessary or proper for  the settlement of accounts
between the parties;

(cid:127) the procurement of all stores, spares, equipment, provisions, oils, fuels and any other goods,

material or services to be supplied to the vessel;

(cid:127) the handling and settlement of claims relating to the vessel, including any  claims  involving the

charterers;

(cid:127) the navigation of the vessel, handling  of  all necessary  communication, and management  of  cargo

operations of the vessel; and

(cid:127) the arrangement, maintenance and  preparation for suitable moorings for vessels for  lay-up.

Management fee. Pursuant to the amended ship management agreements, the vessel-owning
subsidiaries, as owners, will pay a management  fee  of  $46,000 per month  to  GasLog LNG  Services, as
manager, and will reimburse GasLog LNG Services for  all  expenses incurred on  their behalf.  The
aggregate fees and expenses for services under these  management agreements for  the year  ended
December 31, 2020 were $7.7 million,  which related  to  the five vessels acquired from GasLog in 2014,
the three vessels acquired from GasLog in 2015,  the vessel  acquired from GasLog in  2016, the three
vessels acquired in 2017, the two vessels acquired in  2018 and  the GasLog Glasgow acquired in 2019.

The management fee is subject to an annual adjustment. The adjustment  will be agreed between
the parties in good faith on the basis of  general inflation and proof  of  increases in actual costs incurred
by GasLog LNG Services, as manager. Any dispute relating  to  the annual  rate adjustment  would be
settled by dispute resolution provisions set forth in the applicable ship  management agreement.

Term. Each ship management agreement continues indefinitely until terminated by either party as

described below.

Automatic termination and termination by  either  party. Each ship management agreement will be

deemed to be terminated if:

(cid:127) the vessel is sold, becomes a total  loss, is  declared  as a constructive, compromised  or arranged

total loss or is requisitioned for hire; or

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(cid:127) an order is made or a resolution is  passed for the winding up,  dissolution,  liquidation  or

bankruptcy of the other party (otherwise than  for  the purpose of  a  solvent  reconstruction  or
amalgamation), a receiver or similar officer is  appointed  or the other party  suspends payment,
ceases to carry on business or makes any special arrangement  or composition with its creditors.

Termination by the manager. Under each ship management agreement, the  manager may terminate

the ship management agreement with  immediate effect by  written  notice if:

(cid:127) any money payable to the manager  pursuant to the  agreement has not been paid within  30 days

of payment having been requested in writing by the  manager;

(cid:127) the owner fails to cease employment of the vessel in  an unlawful trade or on a voyage, which  in

the reasonable opinion of the manager, is unduly hazardous, within a reasonable time  after
receiving notice from the manager;

(cid:127) the relevant ship management agreement or  any  of  the owner’s  rights or  obligations are assigned

to any  person or entity without the manager’s  prior written agreement or  approval; or

(cid:127) the owner elects to provide officers and, for any  reason  within their control, fails to (i)  procure
officers and ratings complying with the requirements of STCW 95 or (ii)  instruct such officers
and ratings to obey all reasonable orders of the managers in  connection with  the operating of
the managers’ safety management system.

Termination by the owner. Under each ship management agreement, the owner may terminate the
applicable agreement by giving 90 days’  written notice in  the event that the  manager, in  the reasonable
opinion of the owner, fails to manage  the vessel in accordance with  first class  LNG ship management
practice. The owner may also terminate  the applicable  agreement by giving 90 days’  notice  if the
manager fails to meet any material obligation  of  the ship management  agreement or fails to meet any
obligation under the ship management agreement  that  has a material adverse  effect upon  the owner, if
such default is not capable of being remedied or the manager fails to remedy  the default  within a
reasonable time to the satisfaction of  the owner.  Notwithstanding  the foregoing,  the owner may
terminate the ship management agreement at any time for any reason  by giving the  manager not less
than three months’ written notice.

Additional fees and provisions. Under each ship management agreement, the manager and  its
employees, agents and subcontractors will  be  indemnified by the owner against all actions that may be
brought against them or incurred or suffered by them arising out  of or in connection with their
performance under such agreement;  provided, however, that such indemnity excludes any  or all losses
that may be caused by or due to the fraud, gross negligence or  willful  misconduct of the manager or its
employees, agents and subcontractors.

In May 2015, the Ship Management Agreements were amended  to  delete the annual incentive

bonus  and superintendent fees clauses, with effect from  April 1, 2015.

In April 2016, the Ship Management  Agreements were  amended to consolidate  all  ship

management related fees into a single  fee structure.

Commercial Management Agreements

Our operating subsidiaries have entered  into  commercial management agreements  with GasLog

that were amended upon completion of  the IPO, pursuant to which GasLog  provides certain
commercial management services to us. The annual commercial  management fee is $360,000 for each
vessel payable quarterly in advance. The  aggregate  fees  and expenses under these commercial
management agreements for the year ended December  31, 2020 were  $5.4 million  which related to the
five vessels acquired from GasLog in 2014, the three  vessels acquired  from  GasLog in 2015, the vessel
acquired from GasLog in 2016, the three  vessels  acquired in 2017, the two vessels acquired in  2018 and
the GasLog Glasgow  acquired  in  2019.

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The amended commercial management agreements require that GasLog use their best endeavors

to perform, among others, the following management services:

(cid:127) the commercial operations, including providing  chartering  services  in accordance with the vessel

owners’ instructions (including seeking and negotiating employment  for the  vessels and  the
execution of charter parties or other contracts relating to the  employment of the  vessels),
arranging payment to the owner’s account of all hire and/or  freight revenues, calculating  hire,
freight and other money due from or to the charterer, issuing voyage instructions, appointing
agents and surveyors and arranging surveys associated with  the commercial operations;

(cid:127) the administration of invoicing and  collection of hire payables; and

(cid:127) the assessment of the market on specific issues and provision  of such consultancy services as the

owners may from time to time require.

In  2020,  the  Commercial  Management  Agreements  were  novated  from  GasLog Ltd.  to  GasLog

LNG Services. The novation was completed to accurately reflect the Group entity providing  the
commercial  management  services  to  us.

Contribution Agreement

On May 12, 2014, we entered into a  contribution  agreement with  GasLog and  certain  of its

subsidiaries that effected certain formation transactions in connection with our IPO, including the
transfer of the ownership interests in our initial  fleet,  and  the use  of  the net proceeds of the IPO.

Credit Facilities

On April 3, 2017, we entered into a  new unsecured five-year term loan of $45.0 million and a new

five-year  revolving credit facility of $30.0 million with GasLog.  For a more  detailed description of this
credit facility, please read ‘‘Item 5. Operating and  Financial  Review  and Prospects—B.  Liquidity and
Capital Resources—Borrowing Activities—Revolving Credit Facility with  GasLog’’.

On May 25, 2017, in connection with the  acquisition  of  the GasLog Greece, we and GasLog
Partners  Holdings entered into a guarantee pursuant to which we and  GasLog  Partners Holdings
guaranteed up to the amount of outstanding loan  available to GAS-eleven Ltd. under  the Assumed
October 2015 Facility among GAS-eleven Ltd.,  GAS-twelve Ltd.,  GAS-thirteen Ltd., Gas-fourteen Ltd.,
GAS-twenty two Ltd., GAS-twenty three Ltd.,  GAS-twenty four Ltd.,  GAS-twenty five Ltd., as
borrowers. On June 28, 2017, in connection  with the  acquisition of the GasLog Geneva, we and GasLog
Partners  Holdings extended the guarantee agreement to guarantee up to the  amount  of  outstanding
commitment made available to GAS-thirteen Ltd. In April 2018, in  connection with  the acquisition of
the GasLog Gibraltar, we  and GasLog Partners Holdings extended  the guarantee agreement to
guarantee up to the amount of outstanding  commitment made available to  GAS-fourteen  Ltd.  In  April
2019, in connection with the acquisition of the GasLog Glasgow, we and GasLog Partners Holdings
extended the guarantee agreement to guarantee up  to  the amount of outstanding  commitment made
available to GAS-twelve Ltd. As of December 31, 2020,  the amount outstanding under the loans
available to GAS-eleven Ltd. was $ 111.0 million, GAS-twelve Ltd. was $111.0  million,
GAS-thirteen Ltd. was $115.2 million and  GAS-fourteen  Ltd. was $115.2  million.

On February 20, 2019, in connection  with the GasLog Shanghai, the GasLog Santiago, the GasLog

Sydney, the Methane Rita Andrea and the Methane Jane Elizabeth, we and GasLog Partners Holdings
entered into a guarantee pursuant to which we and GasLog Partners  Holdings guaranteed up  to  the
amounts of outstanding loan available to GAS-three Ltd.,  GAS-four Ltd., GAS-five Ltd.,
GAS-sixteen Ltd. and GAS-seventeen  Ltd., as borrowers, under  the 2019 GasLog Partners  Facility. As
of December 31, 2020, the amount outstanding  under the  loans available was $398.5 million.

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On July 16, 2020, in connection with  the Methane Shirley Elisabeth, the GasLog Seattle and the
Solaris, we and GasLog Partners Holdings entered into a  guarantee pursuant to which  we and GasLog
Partners  Holdings guaranteed up to the  amounts of outstanding loan available to GAS-twenty Ltd.,
GAS-seven Ltd. and GAS-eight Ltd.,  as borrowers, under the  GasLog  Partners $260.3M Facility. As of
December 31, 2020, the amount outstanding under  the loans available was $260.3 million.

On July 16, 2020, in connection the Methane Alison Victoria, the Methane Heather Sally and the
Methane Becki Anne, we and  GasLog Partners Holdings entered  into  a guarantee pursuant to which  we
and  GasLog Partners Holdings guaranteed up to the amounts of outstanding loan available  to
GAS-nineteen Ltd., GAS-twenty one Ltd. and GAS-twenty  seven Ltd., as borrowers,  under the  GasLog
Partners $193.7M Facility. As of December 31,  2020, the amount outstanding under  the loans available
was $193.7 million.

Indemnification Agreements

We have entered into indemnification  agreements with our directors  and  officers which provide,
among other things, that we will indemnify our directors and officers, under  the circumstances and to
the extent provided for therein, for expenses, damages, judgments, fines, settlements and fees that they
may be  required to pay in actions or proceedings to which they  are  or  may be made  a party by reason
of such  person’s position as a director,  officer, employee or other agent of  the Partnership, subject  to,
and  to the maximum extent permitted  by, applicable law.

Share Purchase Agreements

On March 13, 2019, we entered into a Share Purchase  Agreement  to  purchase  from GasLog
Carriers, a direct subsidiary of GasLog,  100%  of  the  ownership interest  in GAS-twelve Ltd., the entity
that owned the GasLog Glasgow, for a purchase price of $214.0 million.  GasLog has operated the
GasLog Glasgow since its delivery in 2016. The acquisition  closed on April  1, 2019. In connection  with
the transaction, the Partnership acquired  GAS-twelve  Ltd. with $1.0  million of  positive net working
capital existing at the time of closing.

Exchange Agreements

On November 27, 2018, we entered into an agreement  with GasLog to modify the partnership
agreement with respect to the general partner’s  incentive distribution rights. The modification reduced
the distributions of cash upon liquidation and the general partner’s incentive  distribution rights  on
quarterly distributions above $0.5625 per unit, each  from  48% to 23%. GasLog further agreed to waive
incentive distribution right payments resulting from any asset  or business acquired  by  us from a third
party (a ‘‘Non-GasLog Acquisition’’). In  exchange for these modifications, we entered into an  Exchange
Agreement with GasLog and GasLog Partners GP LLC  under  which we paid $25.0  million to GasLog,
sourced from available cash.

On June 24, 2019, GasLog and GasLog  Partners entered into an agreement, effective as  of
June 30, 2019, to modify the Partnership  Agreement, thereby eliminating  GasLog’s  IDRs. In exchange
for the IDRs, GasLog received 2,532,911 common units  and 2,490,000 Class B  units (of which 415,000
are Class B-1 units, 415,000 are Class  B-2 units, 415,000 are Class  B-3 units, 415,000 are Class B-4
units, 415,000 are Class B-5 units and 415,000 are Class B-6 units), issued on June 30, 2019.  The
Class B units have all of the rights and obligations attached to the common units, except  for voting
rights and participation in earnings and  distributions until  such time  as GasLog  exercises its  right to
convert the Class B units to common units. On July  1, 2020, GasLog Partners  issued 415,000 common
units in connection with GasLog’s option to convert the  first tranche  of its  Class  B units. The
remaining Class B units will become eligible for conversion on  a  one-for-one basis into common  units
at GasLog’s option on July 1, 2021, July  1, 2022, July 1, 2023,  July  1, 2024 and July  1, 2025 for the

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Class B-1 units, Class B-2 units, Class  B-3 units, Class B-4  units,  Class B-5 units and the Class B-6
units, respectively. Following the IDR elimination, the Partnership’s profit allocation is based on the
revised distribution policy for available cash  stated  in the Partnership Agreement as  amended, effective
June 30, 2019, and under which 98.0%  of  the available cash is  distributed to the  common unitholders
and 2.0% is distributed to the general partner.

Consulting Services Fees

In December 2020, GasLog Partners  and GasLog reached agreement with Ceres  Shipping
Enterprises S.A. (‘‘Ceres Shipping’’),  an entity controlled by  the  Livanos  family,  to  pay a fee of
US$1.0M to Ceres Shipping in consideration  of  the provision  of  services provided by employees of
Ceres Shipping in support of the refinancing  of all GasLog and GasLog Partners  bank  debt  maturities
due in 2021. The US$1.0 million fee was  paid 60%  by  GasLog and 40% by GasLog Partners.

In addition, in connection with the acquisitions described above, the respective vessel owning
entities have entered into ship management and commercial management agreements with  GasLog.  See
‘‘Item 7. Major Unitholders and Related Party Transaction—B. Related Party Transactions’’.

Other Related Party Transactions

As a result of our relationships with GasLog and its affiliates,  we, our general partner  and our
subsidiaries have entered into or will  enter into various  agreements that will not be the result of arm’s
length negotiations. We generally refer to these  agreements  and the transactions that they provide for
as ‘‘transactions with affiliates’’ or ‘‘related party  transactions’’.

Our partnership agreement sets forth procedures by which future related  party transactions may be

approved or resolved by our board of  directors.  Pursuant to our  partnership agreement,  our  board of
directors may, but is not required to, seek  the approval of a related party transaction from the  conflicts
committee of our board of directors or from the common unitholders (excluding  common units owned
by our general partner and its affiliates).  Neither our general partner nor  our board of directors will  be
in breach of their obligations under the partnership agreement or their duties stated or implied  by  law
or equity if the transaction is approved  by the conflicts committee or  the  requisite majority of the
common unitholders. If approval of the  conflicts committee is  sought,  then the conflicts committee will
be authorized to consider any and all factors as it  determines to be relevant or  appropriate  under the
circumstances and it will be presumed that, in making its decision, the conflicts  committee acted in
good faith. In order for a determination  or  other  action to be in ‘‘good faith’’ for  purposes of the
partnership agreement, the person or persons making such determination or taking or  declining to take
such other action must reasonably believe  that the  determination  or  other action is in our best
interests.

Our conflicts committee is comprised  of  two  members of our board  of directors. The  conflicts
committee is available at the board of  directors’ discretion  to  review specific  matters that the  board of
directors believes may involve conflicts  of  interest.  The members of the conflicts  committee must and
do meet the independence standards established by the NYSE and the  SEC to serve  on an audit
committee of a board of directors, and are not and  may not be any of the following: (a) officers or
employees of our general partner, (b) officers, directors or employees of any  affiliate of  our general
partner (other than the Partnership and its subsidiaries)  or (c) holders of any ownership interest in the
general partner, its affiliates or the Partnership and  its  subsidiaries (other than (x)  common units or
(y) awards granted pursuant to any long-term  incentive plan of the Partnership or its subsidiaries).

Transactions with our affiliates that are not approved by the conflicts  committee and that do not
involve a vote of common unitholders must  be  on terms  no less favorable to us than those generally
provided to or available from unrelated  third parties  or be  ‘‘fair and reasonable’’ to us.  In determining
whether a transaction or resolution is  ‘‘fair and reasonable’’, our board  of directors may consider the

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totality of the relationships between the  parties  involved, including other  transactions that may  be
particularly advantageous or beneficial  to  us.  If our board of directors  does  not  seek  approval by the
conflicts committee or the requisite majority of the common unitholders and instead determines that
the terms of a transaction with an affiliate are no less favorable to us than those generally  provided to
or available from unrelated third parties  or are  ‘‘fair and reasonable’’ to us, it will be presumed that, in
making its decision, our board of directors acted in good  faith and, in any proceeding  brought by or on
behalf of any limited partner or the partnership, the person bringing or  prosecuting such  proceeding
will have the burden of overcoming such  presumption.

C. Interests of Experts and Counsel

Not applicable.

ITEM 8. FINANCIAL INFORMATION

A. Consolidated Statements and Other Financial Information

See ‘‘Item 18. Financial Statements’’  below.

Legal Proceedings

We  have not been involved in any legal proceedings that we believe may have  a significant  effect

on our business, financial position, results of operations  or liquidity, and we  are not aware of any
proceedings that are pending or threatened  that may have a material  effect on  our  business,  financial
position, results of operations or liquidity. From  time to time, we may be subject to legal proceedings
and claims in the ordinary course of business, principally  property  damage and personal injury claims.
We  expect that those claims would be covered  by  insurance, subject  to  customary deductibles. However,
those claims, even if lacking merit, could result in the expenditure  of  significant financial and
managerial resources.

Our Cash Distribution Policy

Rationale for Our Cash Distribution Policy

Following a challenging number of years for capital markets in  midstream energy, along with
declining visibility  in to the Partnership’s  future financial performance exacerbated by the COVID-19
pandemic related uncertainty in the near term LNG  and  LNG shipping markets, our board of directors
decided to reduce our quarterly cash distributions  on our common  units to $0.01 per unit from the
third quarter 2020.

As a result, the Partnership will retain approximately $22 million dollars  annually,  allowing  it to

preserve liquidity during this period of  COVID-19-related uncertainty.  We  believe this action will
further strengthen the Partnership’s balance sheet, lower  the fleet’s breakeven, reduce its cost  of capital
and  further  enhance  its  competitive  positioning.  The  Partnership  expects  to  maintain  this  new  policy  for
the immediate future.

Limitations on Cash Distributions and Our Ability  to Change Our Cash  Distribution Policy

There is  no guarantee that unitholders will receive  quarterly distributions  from us. Our  distribution

policy is subject to certain restrictions and may be changed at  any time, including:

(cid:127) Our common unitholders have no  contractual or legal right to receive distributions unless there
is available cash at the end of each quarter  as defined in our  partnership  agreement and the
Preference Unit distributions have been paid.  The  determination  of  available cash  is subject  to

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the broad discretion of our board of directors to establish reserves and  other limitations and  to
take into consideration our debt service  obligations.

(cid:127) We are subject to restrictions on distributions under  our financing agreements. Our financing

agreements contain material financial  tests and covenants that must be satisfied in order to pay
distributions. If we are unable to satisfy the restrictions included  in any  of our financing
agreements or are otherwise in default under any of those agreements, as a  result of our debt
levels or otherwise, we will not be able to make  cash distributions to you, notwithstanding our
stated cash distribution policy. These financial tests and covenants are described  in this annual
report in ‘‘Item 5. Operating and Financial  Review and Prospects—B. Liquidity and Capital
Resources’’.

(cid:127) We are required to make substantial capital expenditures  to  maintain and replace our fleet.

These expenditures may fluctuate significantly over time, particularly  as our vessels near the  end
of their useful lives. In order to minimize these fluctuations, our partnership agreement requires
us to deduct estimated, as opposed to actual,  maintenance and replacement capital expenditures
from the amount of cash that we would otherwise have available  for distribution  to  our  common
unitholders. In years when estimated  maintenance and replacement capital expenditures are
higher than actual maintenance and replacement  capital expenditures, the amount of cash
available for distribution to common unitholders will be lower than  if actual maintenance and
replacement capital expenditures were deducted.

(cid:127) Although our partnership agreement requires us to distribute all of our available cash,  our
partnership agreement, including provisions contained therein requiring  us to make  cash
distributions, may be amended. Our partnership agreement can be amended with the  approval of
a majority of the outstanding common  units. GasLog owns common units representing a  31.1%
ownership interest in us.

(cid:127) Even if our cash distribution policy is not modified or  revoked, the amount of distributions  we

pay under our cash distribution policy and the decision to make  any distribution are determined
by our board of directors, taking into  consideration the terms of our  partnership agreement.

(cid:127) Under Section 51 of the Marshall Islands Act, we may not make a distribution  to  you if the

distribution would cause our liabilities to exceed the fair value of our  assets.

(cid:127) We may lack sufficient cash to pay distributions to our unitholders  due to decreases in total

operating revenues, decreases in hire rates, the  loss of  a vessel, increases in  operating or general
and administrative expenses, principal and interest  payments on outstanding debt, taxes,  working
capital requirements, maintenance and  replacement capital expenditures or anticipated cash
needs. See ‘‘Item 3. Key Information—D. Risk  Factors’’ for a discussion of these factors.

Our ability to make distributions to our unitholders depends on  the performance  of  our
subsidiaries and their ability to distribute  cash to us. The ability of  our subsidiaries to make
distributions to us may be restricted  by,  among  other things, the provisions of existing and future
indebtedness, applicable limited partnership and limited liability company laws in the Marshall  Islands
and other laws and regulations.

During  the year ended December 31,  2020,  the aggregate amount of  cash distribution  paid to

common unitholders was $38.4 million.

Preference Units Distribution Requirements

Distributions on our Preference Units are payable quarterly on each of March 15, June 15,
September 15 and December 15, or the next succeeding  business day, as and if  declared by our  board
of directors out of legally available funds for such  purpose.

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For the Series A Preference Units, from  and including May 15,  2017 to, but excluding,  June 15,
2027, the distribution rate is 8.625%  per annum  per  $25.00 of liquidation preference per unit  (equal to
$2.15625 per annum per unit). From and  including  June 15, 2027, the distribution  rate for the Series A
Preference Units will be a floating rate  equal  to  three-month LIBOR plus a  spread of 6.31%  per
annum per $25.00 of liquidation preference  per  unit. The distribution rates are not subject to
adjustment. We paid distributions to  holders of our  Series A Preference  Units of  $0.5390625 per unit
on March 16, 2020, June 15, 2020, September  15, 2020 and December 15, 2020.

For the Series B Preference Units, from and including January  17, 2018 to, but  excluding,

March 15, 2023, the distribution rate  is  8.200% per annum  per  $25.00 of liquidation preference per unit
(equal  to $2.05 per annum per unit). From and  including  March 15, 2023, the distribution rate for the
Series B Preference Units will be a floating  rate equal  to  three-month LIBOR plus a  spread of 5.839%
per  annum per $25.00 of liquidation preference  per  unit. The distribution rates are  not  subject to
adjustment. We paid distributions to  holders of our  Series B  Preference Units of $0.5125  per  unit on
March 16, 2020, on June 15, 2020, September  15, 2020 and December 15, 2020.

For the Series C Preference Units, from and  including  November 15, 2018 to, but excluding,

March 15, 2024, the distribution rate  is  8.500% per annum  per  $25.00 of liquidation preference per unit
(equal  to $2.05 per annum per unit). From and  including  March 15, 2024, the distribution rate for the
Series C Preference Units will be a floating rate equal to three-month  LIBOR plus a spread  of 5.317%
per  annum per $25.00 of liquidation preference  per  unit. The distribution rates are  not  subject to
adjustment. We paid distributions to  holders of our  Series C Preference Units of $0.53125 on
March 16, 2020, June 15, 2020, September 15, 2020  and December 15,  2020.

Our Preference Unit distribution payment obligations impact our future liquidity needs. If  we do

not pay our Preference Unit distributions,  we will not be able to pay distributions to our common
unitholders.

Distributions of Available Cash

We  will make distributions of available  cash after  payment of Preference Unit  distributions for any

quarter in the following manner:

(cid:127) first, to our general partner, in accordance with its percentage interest  in the manner described

in ‘‘—General Partner Interest’’ below;  and

(cid:127) thereafter, to all common unitholders pro rate, a percentage equal to 100%  less the general

partner percentage interest, in the manner described in ‘‘—General Partner  Interest’’ below.

The preceding paragraph is based on  the assumption that our general partner  maintains its  2.0%

general partner interest and that we  do not issue  additional classes of  equity securities.

General Partner Interest

Our partnership agreement provides that our  general partner initially will be entitled to 2.0% of all

distributions that we make prior to our  liquidation. Our general  partner has the right, but not the
obligation, to contribute a proportionate  amount  of  capital to us to maintain its 2.0% general partner
interest if we issue additional common  units. Our general partner’s 2.0% interest, and the percentage
of our cash distributions to which it is entitled, will be proportionately reduced if we  issue additional
common units in the future and our  general partner  does not contribute a proportionate  amount  of
capital to us in order to maintain its 2.0%  general  partner  interest.  Our general partner will be entitled
to make a capital contribution in order  to  maintain its 2.0% general partner interest in the  form of the
contribution to us of common units based  on the  current market value of the  contributed  common
units.

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B. Significant Changes

See ‘‘Item 18. Financial Statements—Note 22.  Subsequent Events’’ below.

ITEM 9. THE OFFER AND LISTING

Trading on the New York Stock Exchange

Since our IPO in the United States, our common units have been listed on the NYSE  under the

symbol ‘‘GLOP’’.

Our Series A Preference Units have been trading on the NYSE  under the symbol ‘‘GLOP PR A’’

since May 10, 2017.

Our Series B Preference Units have  been trading on  the NYSE under the symbol ‘‘GLOP PR B’’

since January 11, 2018.

Our Series C Preference Units have been trading  on the  NYSE under  the symbol  ‘‘GLOP  PR C’’

since November 15, 2018.

ITEM 10. ADDITIONAL INFORMATION

A. Share Capital

Not applicable.

B. Memorandum of Association

The information required to be disclosed under  Item  10.B is incorporated by reference to

Exhibit 3.2 of our Current Report on Form 6-K furnished with the SEC on June 24,  2019.

C. Material Contracts

The following is a summary of each material contract, other than contracts entered into in  the
ordinary course of business, to which  we  or any of our subsidiaries  is a party. Such  summaries are not
intended to be complete and reference is made to the contracts themselves, which are exhibits to this
annual report.

(a) Form of Contribution Agreement; please  see ‘‘Item 7.  Major Unitholders and Related Party

Transactions—B. Related Party Transactions—Contribution Rights  Agreement’’.

(b) Form of Omnibus Agreement; please see ‘‘Item  7. Major Unitholders  and Related  Party

Transactions—B. Related Party Transactions—Omnibus  Agreement’’.

(c) Form of Administrative Services  Agreement; please see  ‘‘Item  7. Major Unitholders  and
Related Party Transactions—B. Related Party  Transactions—Administrative  Services
Agreement’’.

(d) Form of Commercial Management Agreement;  please see  ‘‘Item 7. Major Unitholders and
Related Party Transactions—B. Related Party  Transactions—Commercial  Management
Agreements’’.

(e) Form of Ship Management Agreement; please see ‘‘Item  7. Major Unitholders  and Related

Party Transactions—B. Related Party Transactions—Ship  Management Agreements’’.

(f) Form of $30.0 Million Revolving  Credit Agreement by and  between GasLog Partners LP and

GasLog Ltd.; please see ‘‘Item 5. Operating and Financial Review and Prospects—B. Liquidity
and Capital Resources—Credit Facilities’’.

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(g) Form of Indemnification Agreement for the Partnership’s directors and certain officers;  please

see ‘‘Item 7. Major Unitholders and Related Party Transactions—B. Related Party
Transactions—Indemnification Agreements’’.

(h) GasLog Partners LP 2015 Long-Term Incentive Plan; please see ‘‘Item  6. Directors,  Senior

Management and Employees—B. Compensation of Directors and Senior Management—
Equity Compensation Plan’’.

(i) Addendum dated April 21, 2015  to  the Omnibus  Agreement dated May 12, 2014,  among
GasLog Ltd., GasLog Partners GP LLC and  GasLog Partners Holdings LLC; please see
‘‘Item 7. Major Unitholders and Related Party Transactions—B. Related Party Transactions—
Omnibus Agreement’’.

(j) Facilities Agreement for $1,311,356,340  Loan Facilities  dated October 16,  2015 (as

supplemented by supplemental deeds dated April 12, 2017, May 2,  2017 and  July 3,  2017)
between GAS-eleven Ltd., GAS-twelve  Ltd., GAS-thirteen Ltd.,  Gas-fourteen Ltd.,
GAS-twenty two Ltd., GAS-twenty three Ltd., GAS-twenty four Ltd.,  GAS-twenty five Ltd., as
borrowers, Citibank, N.A., London Branch, Nordea Bank AB,  London Branch, The Export-
Import Bank of Korea, Bank of America, National Association, BNP Paribas, Credit Agricole
Corporate and Investment Bank, Credit Suisse AG, HSBC  Bank plc,  ING  Bank N.V., London
Branch, KEB Hana Bank, London Branch, KfW  IPEX-Bank GmbH, National Australia Bank
Limited, Oversea-Chinese Banking Corporation Limited, Societe Generale  and The  Korea
Development Bank as mandated lead  arrangers with Nordea  Bank AB, London Branch as
agent, security agent, global co-ordinator and bookrunner and Citibank N.A.,  London Branch
as export credit agent, global co-coordinator, bookrunner and export  credit  agent co-ordinator
guaranteed by GasLog Ltd. and GasLog Carriers Ltd.: please see ‘‘Item  5. Operating and
Financial Review and Prospects—B. Liquidity and Capital Resources—Credit Facilities’’.

(k) Exchange Agreement among GasLog  Partners LP, GasLog Partners  GP LLC and GasLog  Ltd.
dated June 24, 2019: please see ‘‘Item 7.  Major  Unitholders and Related  Party Transactions—
B. Related Party Transactions—Exchange Agreement.’’

(l) Facilities Agreement dated February 20,  2019, relating  to  $450,000,000 Revolving Credit

Facility among GAS-three Ltd., GAS-four  Ltd., GAS-five Ltd., Gas-sixteen Ltd.,
GAS-seventeen Ltd., as borrowers, Credit Suisse AG, Nordea  Bank Abp, Filial I Norge, The
IyoBank, Ltd. Singapore Branch as the Original Lenders with Nordea Bank Abp, Filial I
Norge as agent and the security agent, and Credit  Suisse  AG as  mandated lead arranger,
global co-ordinator and bookrunner, guaranteed  by  GasLog Partners LP and GasLog Partners
Holdings LLC.: please see ‘‘Item 5. Operating and Financial Review and Prospects—B.
Liquidity and Capital Resources—Credit Facilities’’.

(m) Facility Agreement dated December  12, 2019, relating to $1,052,791,260 Loan Facilities among
GAS-twenty eight Ltd.; GAS-thirty Ltd., GAS-thirty one  Ltd.,  GAS-thirty two Ltd., GAS-thirty
three Ltd., GAS-thirty four Ltd., and  GAS-thirty  five  Ltd.,  as borrowers, Citibank, N.A.
London Branch, DNB (UK) Ltd., Skandinaviska  Enskilda Banken AB (publ),  Bank of
America National Association, Commonwealth  Bank  of  Australia, KfW IPEX-Bank GmbH,
National Australia Bank Limited, Oversea-Chinese Banking Corporation Limited, Societe
Generale, London  Branch, Standard Chartered Bank, BNP Paribas  Seoul  Branch and  The
Korea Development Bank as Mandated Lead Arrangers; Citibank,  N.A. London Branch,  DNB
(UK) Ltd., Skandinaviska Enskilda Banken AB (publ), KfW IPEX-Bank GmbH, National
Australia Bank Limited, Oversea-Chinese Banking Corporation Limited,  Societe  Generale,
London Branch, Standard Chartered Bank, BNP  Paribas Seoul Branch  and The  Korea
Development Bank as bookrunners; DNB Bank ASA, London  Branch as Agent  and security
agent; Citibank N.A., London Branch as ECA Agent  and  ECA  Co-ordinator; Citibank N.A.

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London Branch and DNB (UK) Ltd., as  Global Co-ordinators and  GasLog Ltd., GasLog
Carriers Ltd., GasLog Partners LP and GasLog Partners  Holdings LLC as Guarantors; please
see ‘‘Item 5. Operating and Financial Review and  Prospects—B. Liquidity and Capital
Resources—Credit Facilities’’.

(n) Facility Agreement dated July 16, 2020,  relating to $260,331,250 loan facility among

GAS-twenty Ltd., GAS-seven Ltd. and GAS-eight Ltd., as  borrowers, BNP Paribas and Credit
Suisse AG, as mandated lead arrangers, with  BNP  Paribas as agent and security  agent and
Credit Suisse AG as global co-ordinator and bookrunner, guaranteed by  GasLog Partners  LP
and GasLog Partners Holdings LLC; please  see ‘‘Item 5.  Operating and Financial Review  and
Prospects—B. Liquidity and Capital Resources—Credit Facilities’’.

(o) Facility Agreement dated July 16, 2020, relating to $200,000,000 loan facility among

GAS-twenty seven Ltd., GAS-twenty one Ltd. and GAS-nineteen Ltd., as borrowers, DNB
(UK) Ltd. and ING Bank N.V., London  Branch, as mandated lead  arrangers, with DNB Bank
ASA, London Branch as agent and security agent, DNB (UK) Ltd. and ING  Bank N.V.,
London Branch as bookrunners and ING Bank N.V, London  Branch as structuring and
documentation bank, guaranteed by GasLog Partners  LP, GasLog Partners Holdings LLC,
GasLog Ltd. and GasLog Carriers Ltd.; please  see ‘‘Item 5.  Operating and Financial Review
and Prospects—B. Liquidity and Capital Resources—Credit Facilities’’.

D. Exchange Controls and Other Limitations Affecting Security Holders

We  are not aware of any governmental laws, decrees, regulations or other legislation, including
foreign exchange controls, in the Republic of  the Marshall Islands that may affect  the import  or export
of capital, including the availability of cash and cash equivalents  for use by the  Partnership, or the
remittance of dividends, interest or other  payments to non-resident holders  of  securities.

E. Tax Considerations

Material U.S. Federal Income Tax Considerations

The following is a discussion of the material  U.S. federal income tax considerations that may  be

relevant to prospective unitholders. This  discussion is  based upon provisions  of the Code, Treasury
Regulations and current administrative rulings and court  decisions, all  as in effect  or existence  on the
date  of  this annual report and all of which are subject to change, possibly  with retroactive  effect.
Changes in these authorities may cause  the tax consequences of unit ownership to vary substantially
from the consequences described below.  Unless the context  otherwise requires,  references in  this
section to ‘‘we’’, ‘‘our’’ or ‘‘us’’ are references to GasLog Partners  LP.

The following discussion applies only to beneficial owners of common units  or Preference Units
that own the common units or Preference Units as ‘‘capital  assets’’ within  the meaning of Section  1221
of the Code (i.e., generally, for investment purposes) and is not intended to be applicable to all
categories of investors, such as unitholders subject to special tax rules  (e.g., financial institutions,
insurance companies, broker-dealers,  tax-exempt  organizations, retirement  plans or  individual
retirement accounts or former citizens  or  long-term residents  of  the United States), persons  who will
hold the units as part of a straddle, hedge, conversion, constructive  sale or other  integrated  transaction
for U.S. federal income tax purposes,  or  persons that have  a  functional currency other than the U.S.
dollar, each of whom may be subject to tax  rules that differ significantly from those summarized below.
If a  partnership or other entity classified as a  partnership for  U.S.  federal income tax purposes holds
our  common units or Preference Units, the tax treatment  of its  partners  generally will  depend  upon the
status of the partner and the activities  of  the partnership. If you are a  partner in a partnership  holding
our  common units or Preference Units, you are encouraged  to  consult  your own  tax advisor  regarding
the tax consequences to you of the partnership’s ownership of  our common units or  Preference Units.

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No ruling has been or will be requested from the  IRS regarding  any matter affecting  us or

prospective unitholders. The statements made herein may be challenged by  the IRS and, if so
challenged, may not be sustained upon review in  a court.  This  discussion  does not contain  information
regarding any U.S. state or local, estate, gift  or alternative minimum  tax  considerations concerning the
ownership or disposition of common  units  or Preference  Units.  This discussion does not comment on
all aspects of U.S. federal income taxation that may be important to particular unitholders  in light  of
their individual circumstances, and each  prospective unitholder is encouraged to consult its own tax
advisor  regarding the U.S. federal, state, local and other tax consequences of the ownership  or
disposition of common units or Preference Units.

Election to be Treated as a Corporation

We  have elected to be treated as a corporation for  U.S. federal income tax purposes.  As a  result,
U.S. Holders (as defined below) will not  be directly subject to U.S. federal income tax on  our income,
but rather will be subject to U.S. federal  income  tax on distributions  received from  us  and dispositions
of units as described below.

U.S. Federal Income Taxation of U.S. Holders

As used herein, the term ‘‘U.S. Holder’’ means a  beneficial owner of our  common units or
Preference Units that owns (actually  or constructively) less  than  10.0% of our equity and that is:

(cid:127) an individual U.S. citizen or resident (as  determined  for U.S. federal income tax purposes);

(cid:127) a corporation (or other entity that  is classified as a corporation for U.S.  federal income tax

purposes) organized under the laws of  the United  States,  any  state thereof or  the District of
Columbia;

(cid:127) an estate the income of which is subject to U.S. federal  income taxation regardless of its source;

or

(cid:127) a trust if (i) a court within the United States  is able to exercise primary supervision  over the
administration of the trust and one or more U.S. persons have  the authority to control all
substantial decisions of the trust or (ii)  the trust has a valid election  in effect to be treated as  a
U.S. person for U.S. federal income  tax purposes.

Distributions

Subject to the discussion below of the  rules  applicable  to  PFICs, any distributions to a U.S. Holder
made by us with respect to our common units or Preference Units generally will constitute dividends to
the extent of our current and accumulated  earnings and profits, as determined under U.S.  federal
income tax principles. Distributions in excess of our earnings and  profits will be treated first as  a
nontaxable return of capital to the extent of the U.S. Holder’s tax basis in its common units  or
Preference Units and thereafter as capital  gain. U.S. Holders that are corporations generally will not be
entitled to claim a dividend received deduction  with respect to distributions they  receive from us.
Dividends received with respect to our  common units  or Preference Units generally will be treated as
foreign source ‘‘passive category income’’ for  purposes of computing allowable  foreign tax  credits  for
U.S. federal income tax purposes.

Dividends received with respect to our common units  or Preference Units by a U.S. Holder that is

an individual, trust or estate, or a ‘‘U.S.  Individual Holder’’, generally will be treated as ‘‘qualified
dividend income’’, which is taxable to  such U.S. Individual  Holder at preferential tax rates  provided
that: (i) our common units or Preference  Units, as the case may  be,  are  readily tradable on an
established securities market in the United States (such as the  NYSE on  which our common units and
Preference Units are currently traded); (ii) we  are not a PFIC for  the tax year  during which the

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dividend is paid or the immediately preceding tax year (which we do not believe  we are,  have been or
will be, as discussed below under ‘‘—PFIC Status and Significant  Tax Consequences’’); (iii)  the U.S.
Individual Holder has owned the common units  or Preference Units for  more than  60 days during  the
121-day period beginning 60 days before the date on which the common units or Preference Units
become  ex-dividend (and has not entered  into  certain risk  limiting transactions with respect to such
common units or Preference Units);  and (iv)  the U.S. Individual Holder  is not under an obligation to
make related payments with respect to  positions in substantially similar  or related property.  There is no
assurance that any dividends paid on our  common units or  Preference Units will be eligible for these
preferential rates in the hands of a U.S.  Individual  Holder, and any distributions paid on our  common
units or Preference Units that are not eligible for  these preferential rates will be taxed  at ordinary
income rates to a U.S. Individual Holder.

Special rules may apply to any amounts received in  respect  of our common units  or Preference
Units that are treated as ‘‘extraordinary dividends’’.  In  general, an extraordinary dividend is  a dividend
with respect to a common unit that is equal to or  in excess of 10.0%  of a unitholder’s adjusted tax basis
(or fair market value upon the unitholder’s election) in  such common unit  (5%  in the case  of
Preference Units). In addition, extraordinary dividends  include  dividends  received  within a one-year
period that, in the aggregate, equal or exceed  20.0% of a  unitholder’s adjusted  tax basis (or fair market
value). If we pay an ‘‘extraordinary dividend’’ on  our common units or  Preference Units that is treated
as ‘‘qualified dividend income’’, then any loss  recognized  by a U.S. Individual Holder  from the sale or
exchange of such common units or Preference  Units will be treated  as long-term capital loss to the
extent of the amount of such dividend.

Sale, Exchange or Other Disposition of Common  units  or  Preference  Units

Subject to the discussion of PFIC status below, a U.S. Holder generally will recognize capital gain

or loss upon a sale, exchange or other  disposition of our units in an amount equal  to  the difference
between the amount realized by the U.S. Holder from such sale, exchange  or other disposition  and the
U.S. Holder’s adjusted tax basis in such units. The U.S. Holder’s initial tax basis  in its units generally
will be the U.S. Holder’s purchase price for the  units and  that  tax  basis will be reduced (but not below
zero) by the amount of any distributions on the units  that are  treated  as non-taxable returns of capital
(as discussed above under ‘‘Distributions’’). Such gain or  loss will be treated as  long-term capital gain
or loss if the U.S. Holder’s holding period is greater than one year at the time of the sale, exchange  or
other disposition. Certain U.S. Holders (including individuals) may be eligible for  preferential rates  of
U.S. federal income tax in respect of long-term capital  gains.  A  U.S. Holder’s  ability  to  deduct capital
losses is  subject to limitations. Such capital  gain or loss generally will be treated as  U.S. source income
or loss, as applicable, for U.S. foreign  tax  credit purposes.

Medicare Tax on Net Investment Income

Certain U.S. Holders, including individuals, estates and trusts, will be subject to an additional 3.8%

Medicare tax on, among other things, dividends and  capital gains from the sale or other disposition  of
equity interests. For individuals, the additional  Medicare tax applies to the lesser of (i) ‘‘net investment
income’’ or (ii) the excess of ‘‘modified adjusted gross  income’’ over  $200,000 ($250,000 if married and
filing jointly or $125,000 if married and  filing separately). ‘‘Net investment  income’’  generally  equals the
taxpayer’s gross investment income reduced by deductions that are allocable to such income.
Unitholders are encouraged to consult their tax advisors regarding the implications  of  the additional
Medicare tax resulting from their ownership and disposition of our common  units or Preference Units.

PFIC Status and Significant Tax Consequences

Adverse U.S. federal income tax rules  apply to a U.S. Holder that owns an equity  interest  in a
non-U.S.  corporation that is classified  as a PFIC for  U.S. federal income tax purposes. In general, we

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will be treated as a PFIC with respect  to  a U.S.  Holder if, for any tax year in  which the holder held
our  units, either:

(cid:127) at least 75.0% of our gross income (including the gross  income of  our vessel-owning

subsidiaries) for such tax year consists of passive income (e.g.,  dividends,  interest, capital  gains
from the sale or exchange of investment  property and rents derived other than in the  active
conduct of a rental business); or

(cid:127) at least 50.0% of the average value of the assets held  by us (including the assets  of our  vessel-
owning  subsidiaries) during such tax year produce,  or are  held for the production of, passive
income.

Income earned, or treated as earned (for U.S. federal income  tax  purposes), by us in connection

with the performance of services would  not constitute passive income. By contrast, rental income
generally would constitute ‘‘passive income’’ unless we were treated  as deriving that rental income in
the active conduct of a trade or business under  the applicable  rules.

Based on our current and projected methods of operation, and an opinion  of counsel, we  do  not

believe that we are or will be a PFIC for  our  current or any  future tax year.  We  have received  an
opinion of our U.S. counsel, Cravath, Swaine &  Moore LLP,  in support of this position that concludes
that the income our subsidiaries earn from certain of our present time-chartering activities should not
constitute passive income for purposes of  determining whether we are a PFIC. In addition,  we have
represented to our U.S. counsel that  we  expect that more than 25.0%  of  our gross income for  our
current tax year and each future year  will  arise from such time-chartering activities, and more than
50.0% of the average value of our assets  for each such year will  be  held  for  the production of such
nonpassive income. Assuming the composition of our income  and assets is  consistent with  these
expectations, and assuming the accuracy  of other representations we  have made to our  U.S. counsel  for
purposes  of their opinion, our U.S. counsel  is of the opinion that  we  should not be a  PFIC for  our
current tax year or any future year.

Our counsel has indicated to us that  the conclusions described above  are  not free from  doubt.

While there is legal authority supporting our conclusions,  including  IRS pronouncements concerning
the characterization of income derived  from time charters as services  income,  the Fifth Circuit held in
Tidewater Inc. v. United States, 565 F.3d 299 (5th Cir. 2009) that income derived from  certain marine
time charter agreements should be treated  as rental income rather than services income for purposes of
a ‘‘foreign sales corporation’’ provision  of  the Code. In that case,  the  Fifth Circuit did not address the
definition of passive income or the PFIC  rules; however,  the reasoning  of the case could have
implications as to how the income from a  time charter would be classified under  such rules. If  the
reasoning of this case were extended to the PFIC context, the gross income  we derive or are deemed to
derive from our time-chartering activities  may  be  treated as rental income, and  we would  likely be
treated as a PFIC. The IRS has announced its nonacquiescence with  the court’s  holding  in the
Tidewater case and, at the same time, announced  the position  of the IRS that the marine time  charter
agreements at issue in that case should be treated as service contracts.

Distinguishing between arrangements  treated as  generating rental income and  those treated as
generating services income involves weighing and balancing  competing factual considerations,  and there
is no legal authority under the PFIC  rules  addressing our specific  method of operation. Conclusions  in
this  area therefore remain matters of  interpretation. We  are not seeking a ruling from the IRS on  the
treatment of income generated from  our  time-chartering operations, and the opinion of  our counsel  is
not binding on the IRS or any court. Thus, while we  have received  an opinion  of  counsel in support  of
our  position, it is possible that the IRS or a court could  disagree with  this  position and the opinion of
our  counsel. In addition, although we  intend to conduct our affairs in  a  manner  to  avoid being
classified as a PFIC with respect to any tax year, we cannot assure unitholders  that  the nature of our
operations will not change in the future  and that we will  not become  a  PFIC in any future  tax year.

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As discussed more fully below, if we  were to be treated as a PFIC  for  any tax year, a U.S. Holder

would be subject to different taxation  rules depending  on whether the U.S.  Holder makes an election
to treat us as a ‘‘Qualified Electing Fund’’, which  we refer  to  as a  ‘‘QEF election’’. As an alternative  to
making a QEF election, a U.S. Holder should be able to make a ‘‘mark-to-market’’ election with
respect to our common units or Preference  Units, as  discussed  below. In  addition, if a  U.S. Holder
owns our common units or Preference Units during any tax year  that we  are a PFIC,  such units  owned
by such holder will be treated as PFIC units even if we are not a PFIC in a subsequent year  and, if the
total value of all PFIC stock that such holder directly or indirectly  owns  exceeds certain thresholds,
such holder must file IRS Form 8621  with your U.S. federal income tax  return  to  report your
ownership of our common units or Preference Units.

The PFIC rules are complex, and you are encouraged to consult your own tax advisor regarding

the PFIC rules, including the annual PFIC reporting requirement.

Taxation of U.S. Holders Making a Timely QEF Election

If we  were to be treated as a PFIC for  any tax year, and  a U.S. Holder makes a timely  QEF
election, such holder hereinafter an ‘‘Electing  Holder’’, then, for U.S.  federal  income  tax purposes, that
holder must report as income for its  tax  year its  pro  rata share of our  ordinary earnings and  net capital
gain, if any, for our tax years that end  with or within the tax year for which  that  holder is reporting,
regardless of whether or not the Electing Holder received distributions from  us  in that year. The
Electing Holder’s adjusted tax basis in  the common units or Preference Units  will be increased to
reflect taxed but undistributed earnings  and profits.  Distributions of earnings and  profits that were
previously taxed will result in a corresponding reduction in the  Electing Holder’s adjusted  tax basis in
common units or Preference Units and  will not be taxed again once  distributed. An Electing Holder
generally will recognize capital gain or loss on the sale, exchange or other disposition of our common
units or Preference Units. A U.S. Holder makes a QEF  election with respect to any  year that we are a
PFIC by filing IRS Form 8621 with its  U.S. federal income tax return. If contrary  to  our expectations,
we determine that we are treated as a  PFIC for any tax year, we will  provide  each U.S.  Holder with the
information necessary to make the QEF election  described above. Although  the QEF election  is
available with respect to subsidiaries, in the event we acquire  or  own a subsidiary in the future  that  is
treated as a PFIC, no assurances can be made that we will be able to provide U.S. Holders with the
necessary information to make the QEF election  with respect to such subsidiary.

Taxation of U.S. Holders Making a ‘‘Mark-to-Market’’ Election

If we  were to be treated as a PFIC for  any tax year and,  as we anticipate, our units  were treated

as ‘‘marketable stock’’, then, as an alternative  to  making a QEF election, a  U.S. Holder  would be
allowed to make a ‘‘mark-to-market’’  election with respect  to our  common units or  Preference Units,
provided the U.S. Holder completes and  files IRS  Form  8621 in accordance  with the relevant
instructions and related Treasury Regulations. If  that election is  made, the U.S. Holder generally  would
include as ordinary income in each tax  year the  excess,  if any,  of  the fair  market value of the U.S.
Holder’s common units or Preference  Units at  the end of the  tax year over  the holder’s adjusted tax
basis in the common units or Preference  Units. The  U.S. Holder  also would  be  permitted an ordinary
loss in respect of the excess, if any, of the U.S. Holder’s adjusted tax basis in  the common units  or
Preference Units over the fair market  value thereof at the end of the tax year, but only to the  extent of
the net amount previously included in  income as  a result of the mark-to-market  election. A U.S.
Holder’s tax basis in its common units  or Preference  Units  would be adjusted  to  reflect  any such
income or loss recognized. Gain recognized on the  sale, exchange or other  disposition of our common
units or Preference Units would be treated  as ordinary  income, and any loss recognized  on the  sale,
exchange or other disposition of the  common units or Preference Units would be treated as  ordinary
loss to  the extent that such loss does not exceed  the net mark-to-market gains  previously included in
income by the U.S. Holder. The mark-to-market election generally will not be available with respect to

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subsidiaries. Accordingly, in the event we acquire  or own a subsidiary  in the future  that  is treated as  a
PFIC, the mark-to-market election generally will not be available with respect to such subsidiary.

Taxation of U.S. Holders Not Making  a Timely QEF  or Mark-to-Market Election

If we  were to be treated as a PFIC for  any tax year, a U.S. Holder that does not make either a
QEF election or a ‘‘mark-to-market’’ election for that year, such holder  hereinafter a  ‘‘Non-Electing
Holder’’, would be subject to special  rules resulting in increased tax liability with  respect to (1)  any
excess distribution  (i.e., the portion of  any distributions  received  by the Non-Electing  Holder on  our
common units or Preference Units in a  tax year in excess of 125.0% of the average  annual distributions
received by the Non-Electing Holder in  the three preceding tax years, or, if shorter, the portion  of the
Non-Electing Holder’s holding period  for the  common units or  Preference  Units before the  tax year)
and (2)  any gain realized on the sale,  exchange  or other disposition  of the units.  Under these special
rules:

(cid:127) the excess distribution or gain would be allocated ratably over the  Non-Electing Holder’s

aggregate holding period for the common units or  Preference Units;

(cid:127) the amount allocated to the current  tax  year and any tax year prior to the tax year we  were first
treated as a PFIC with respect to the Non-Electing  Holder would  be  taxed as  ordinary income;
and

(cid:127) the amount allocated to each of the  other  tax  years  would be subject to tax at  the highest rate of
tax in effect for the applicable class of taxpayers for  that  year,  and an interest  charge for the
deemed deferral benefit would be imposed  with respect  to the resulting tax attributable to each
such other tax year.

These penalties would not apply to a  qualified pension,  profit  sharing or other retirement trust or

other tax-exempt organization that did  not  borrow  money  or otherwise utilize leverage in connection
with its acquisition of our common units  or Preference  Units.  If we were  treated as a PFIC for any tax
year and a Non-Electing Holder who is  an individual dies  while owning  our  common units or
Preference Units, such holder’s successor  generally would  not receive a step-up in  tax basis with  respect
to such units.

U.S. Federal Income Taxation of Non-U.S. Holders

A beneficial owner of our common units or Preference  Units (other than a partnership  or an
entity or arrangement treated as a partnership for  U.S. federal income tax purposes) that is not a U.S.
Holder is referred to as a Non-U.S. Holder. If  you are a partner in  a partnership  (or an  entity or
arrangement treated as a partnership for  U.S. federal income tax  purposes)  holding  our  common units
or Preference Units, you are encouraged to consult your own  tax advisor regarding the  tax
consequences to you of the partnership’s  ownership of  our common  units or Preference Units.

Distributions

Distributions we pay to a Non-U.S. Holder will not be subject  to  U.S.  federal income tax or

withholding tax if the Non-U.S. Holder is  not  engaged in  a U.S.  trade or business. If  the Non-U.S.
Holder is engaged in a U.S. trade or  business, our distributions  will be subject  to  U.S. federal income
tax to  the extent they constitute income  ‘‘effectively connected’’ with  the Non-U.S. Holder’s U.S. trade
or business. However, distributions paid to a  Non-U.S. Holder that is  engaged in  a U.S.  trade or
business may be exempt from taxation  under an income tax treaty and,  if, required by such  income  tax
treaty, the income arising from the distribution is not attributable to a U.S.  permanent establishment
maintained by the Non-U.S. Holder.

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Disposition of Units

In general, a Non-U.S. Holder is not subject  to  U.S. federal income tax or withholding tax on any

gain resulting from the disposition of  our  common units or  Preference Units provided  the Non-U.S.
Holder is not engaged in a U.S. trade  or business. A  Non-U.S. Holder that is engaged in  a U.S.  trade
or business will be subject to U.S. federal  income tax in the event the  gain from the  disposition of units
is ‘‘effectively connected’’ with the conduct of such U.S. trade or business (provided, in the case  of a
Non-U.S. Holder entitled to the benefits  of an  income  tax treaty with  the United States,  such gain also
is attributable to a U.S. permanent establishment as  required by  such income tax  treaty). However,
even if not engaged in a U.S. trade or business, individual Non-U.S. Holders may be subject to tax on
gain resulting from the disposition of  our  common units or  Preference Units if they  are present in the
United States for 183 days or more during  the tax  year  in which  those units are disposed and meet
certain other requirements.

Backup Withholding and Information Reporting

In general, payments to a U.S. Individual Holder of distributions  or the proceeds of a  disposition

of common units or Preference Units  will be subject  to  information reporting.  These payments to a
U.S. Individual Holder also may be subject  to  backup withholding if the  U.S. Individual Holder:

(cid:127) fails to provide an accurate taxpayer identification number;

(cid:127) is notified by the IRS that it has failed to report all  interest  or  corporate  distributions required

to be reported on its U.S. federal income tax returns;  or

(cid:127) in certain circumstances, fails to comply  with applicable certification requirements.

Non-U.S. Holders may be required to establish their exemption from information reporting  and
backup withholding by certifying their status on IRS  Form W-8BEN, W-8BEN-E, W-8ECI or W-8IMY,
as applicable.

Backup withholding is not an additional tax. Rather, a unitholder generally  may obtain a credit for

any amount withheld against its liability for U.S. federal income tax  (and obtain a refund of  any
amounts withheld in excess of such liability) by timely filing a U.S. federal  income  tax return  with the
IRS.

In addition, individual citizens or residents of  the United States holding certain  ‘‘foreign financial

assets’’ (which generally includes stock and other securities issued by a foreign person unless held in  an
account maintained by a financial institution) that  exceed  certain thresholds  (the lowest  being  holding
foreign financial assets with an aggregate value  in excess of:  (1) $50,000  on the  last day of  the tax  year
or (2) $75,000 at any time during the  tax  year) are required  to  report  information  relating to such
assets. Significant penalties may apply for  failure to satisfy the reporting obligations described  above.
Higher reporting thresholds apply to certain individuals living abroad and to certain married
individuals. Regulations extend this reporting requirement  to  certain entities that are treated  as formed
or availed of to hold direct or indirect  interests in specified foreign  financial assets based on certain
objective criteria. Unitholders are encouraged to consult their tax advisors regarding their  reporting
obligations, if any, that would result  from their purchase, ownership or disposition of our units.

Marshall Islands Tax Consequences

The following discussion is based upon the current  laws  of the Republic of the Marshall  Islands

applicable to persons who are not residents of, maintain offices in, engage  in business in the  Republic
of the Marshall Islands or who are not citizens  of the Marshall Islands.

Because we and our subsidiaries do not and do not expect  to conduct business  or operations  in the

Republic of the Marshall Islands, under current Marshall Islands  law  you will not be subject to

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Marshall Islands taxation or withholding  on distributions, including upon distribution  treated  as a
return  of capital, we make to you as a unitholder.  In addition, you will not be subject to Marshall
Islands stamp, capital gains or other  taxes on the purchase, ownership or  disposition of common units,
and you will not be required by the Republic of the Marshall  Islands to file a  tax return  in the
Republic of the Marshall Islands relating to your ownership  of  common  units.

EACH PROSPECTIVE UNITHOLDER IS  ENCOURAGED TO CONSULT ITS  OWN TAX

COUNSEL OR OTHER ADVISOR  WITH REGARD TO  THE  LEGAL AND TAX
CONSEQUENCES OF UNIT OWNERSHIP UNDER  ITS PARTICULAR  CIRCUMSTANCES.

F. Dividends and Paying Agents

Not applicable.

G. Statement by Experts

Not applicable.

H. Documents on Display

We  are subject to the informational requirements of the ‘‘Exchange  Act’’. In accordance with  these

requirements, we file reports and other  information  as a foreign private  issuer with  the SEC. You may
obtain copies of all or any part of such  materials from the SEC upon  payment of prescribed  fees.  You
may also inspect reports and other information regarding  companies, such as us, that file electronically
with the SEC without charge at a web site maintained  by  the SEC at http://www.sec.gov.

I. Subsidiary Information

Not applicable.

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES  ABOUT MARKET  RISK

We  are exposed to various market risks, including interest rate and foreign currency exchange

risks. From time to time, we may make use  of  derivative financial instruments such as derivative
contracts to maintain the desired level  of exposure arising  from  these risks.

A discussion of our accounting policies for  derivative  financial  instruments  is included in Note 2 to

our  annual consolidated financial statements included elsewhere in this annual  report. Further
information on our exposure to market risk is included  in Note  15 to our annual  consolidated  financial
statements included elsewhere in this annual report.

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN  EQUITY SECURITIES

Not applicable.

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PART II

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES  AND DELINQUENCIES

There has been no material default in  the payment of principal, interest,  sinking or purchase fund

installments or any other material default  relating to the  Partnership’s debt. There have  been no
arrears in payment of dividends on, or  material  delinquency  with respect to, any  class of preference
shares of the Partnership or any of its  subsidiaries.

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS  OF SECURITY HOLDERS AND USE

OF PROCEEDS

In August 2020, our board of directors approved an amendment to the Partnership’s  sixth

Amended and Restated Agreement of Limited Partnership  that (1) decreased  the number  of  directors
from seven to five and (2) provided that the Board  shall consist of three  appointed directors and two
elected directors.

On June 24, 2019, we and GasLog entered into an agreement,  effective  as of June 30,  2019, to
modify the Partnership Agreement, thereby eliminating GasLog’s  IDRs. In exchange for  the IDRs,
GasLog received 2,532,911 common units and  2,490,000 Class B  units (of which 415,000 are Class B-1
units, 415,000 are Class B-2 units, 415,000 are Class B-3 units, 415,000 are Class B-4 units,  415,000 are
Class B-5 units and 415,000 are Class B-6  units), issued on  June  30, 2019. The Class B  units have all of
the rights and obligations attached to the  common units, except for voting rights and participation in
earnings and distributions until such  time as GasLog exercises its right to convert the Class B units  to
common units. On July 1, 2020, GasLog Partners  issued 415,000 common units  in connection  with
GasLog’s option to convert the first tranche of its Class B  units.  The remaining Class B units  will
become eligible for conversion on a one-for-one basis into  common units  at GasLog’s option on  July 1,
2021, July 1, 2022, July 1, 2023, July  1, 2024 and July 1, 2025  for the  Class  B-2 units,  Class  B-3 units,
Class B-4 units, Class B-5 units and  the  Class B-6 units, respectively. Following the IDR  elimination,
the Partnership’s profit allocation is based on  the revised distribution policy for available cash  stated  in
the Partnership Agreement as amended, effective June 30,  2019, and under which 98.0% of the
available cash is distributed to the common unitholders and 2.0%  is distributed to the general partner.
In connection with the modification to  the  IDRs we entered into a  Sixth  Amended  and Restated
Agreement of Limited Partnership which replaced the Fifth  Amended and Restated Limited
Partnership Agreement in its entirety. Please see  our Sixth Amended  and  Restated Limited  Partnership
Agreement, filed as an exhibit hereto, for additional information about our IDRs.

On November 27, 2018, we and GasLog entered into an agreement  to  modify the  partnership

agreement with respect to the general  partner IDRs. The modification  reduced  the general  partner’s
IDRs on quarterly distributions above $0.5625 per unit from 48%  to  23%. GasLog further agreed to
waive the incentive distribution payments  resulting from any  asset  or business acquired by us from a
third party. In connection with the modification to the  IDRs we entered into a Fifth  Amended  and
Restated Agreement of Limited Partnership which replaced the Fourth Amended and Restated Limited
Partnership Agreement in its entirety.

On November 15, 2018, we completed  a public offering of  our Series  C Preference Units, on

January 17, 2018, we completed a public  offering  of  our Series B Preference Units and  on May 15,
2017, we completed a public offering  of our Series A Preference Units. Our Preference  Units rank
senior to our common units and to each other class or series  of  limited  partner  interests  or other
equity securities established after the original issue  of the Preference Units that is  not  expressly made
senior to or on a parity with the Preference Units as to the payment  of  distributions and amounts
payable upon a liquidation event. In connection with the issuance  of  the Series A Preference Units, we
entered into a Second Amended and Restated Agreement of Limited  Partnership which replaced  the
First Amended and Restated Agreement of Limited  Partnership in its entirety.  In connection with the

141

issuance of the Series B Preference Units,  we entered into a Third Amended and  Restated Agreement
of Limited Partnership which replaced  the Second  Amended and Restated  Agreement of Limited
Partnership in its entirety. In connection with the issuance of  the  Series C Preference Units, we  entered
into a Fourth Amended and Restated  Agreement of Limited Partnership which replaced the Third
Amended and Restated Agreement of Limited  Partnership  in its entirety.

ITEM 15. CONTROLS AND PROCEDURES

A. Disclosure Controls and Procedures

Our management, with the participation of our CEO and  CFO, has evaluated the  effectiveness of
the design and operation of our disclosure  controls and procedures,  as defined  in Rules 13a-15(e)  and
15d-15(e) under the Exchange Act as  of  December 31, 2020. Based on  our  evaluation, the CEO and
the CFO have concluded that, as of December 31, 2020,  our  disclosure controls and procedures were
effective.

B. Management’s Annual Report on  Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal  controls over
financial reporting, as such term is defined in Rule 13a-15(f)  and 15d-15(f) of  the Exchange Act and
for the assessment of the effectiveness of  internal control over financial reporting. Our  internal controls
over financial reporting are designed  under the supervision  of  our CEO and  CFO  to  provide
reasonable assurance regarding the reliability of  financial  reporting and  the preparation  of financial
statements for external purposes in accordance with International Financial Reporting Standards.

Our internal control over financial reporting includes those  policies and procedures that:
(i) pertain to the maintenance of records that, in  reasonable detail, accurately and  fairly reflect  the
transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions  are
recorded  as necessary to permit preparation of our financial statements in  accordance  with IFRS, and
that our receipts and expenditures are being made in accordance with authorizations of  our
management and directors; and (iii) provide reasonable assurance  regarding prevention or timely
detection of unauthorized acquisition,  use  or disposition  of  our assets that could have a  material  effect
on the financial statements.

Because of the inherent limitations of internal  controls over financial reporting, misstatements  may
not be prevented or detected on a timely basis. Also,  projections  of any  evaluation of the effectiveness
of the internal control over financial  reporting to future  periods are subject to the  risk that the  controls
may become inadequate because of changes in  conditions,  or that the degree of compliance with  the
policies or procedures may deteriorate.

Our management conducted an evaluation of  the effectiveness of our internal  control  over

financial reporting using criteria issued  by the Committee of  Sponsoring Organizations of the Treadway
Commission (COSO) in the Internal Control—Integrated  Framework  (2013 framework).  Based on  the
evaluation, our management concluded  that our internal control  over financial reporting was  effective
as of  December 31, 2020.

C. Attestation Report of the Registered  Public Accounting  Firm

The effectiveness of the Company’s internal control over financial  reporting  as of December 31,

2020 has been audited by Deloitte LLP, an independent registered public accounting firm, as stated  in
their report which appears below.

142

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Unitholders of GasLog  Partners LP

Opinion on Internal Control over Financial  Reporting

We  have audited the internal control over  financial reporting of  GasLog Partners LP and
subsidiaries (the ‘‘Partnership’’) as of December 31, 2020, based on criteria established in  Internal
Control—Integrated Framework (2013)  issued by  the Committee of Sponsoring  Organizations  of the
Treadway Commission (COSO). In our  opinion, the  Partnership  maintained, in all material respects,
effective internal control over financial reporting as of December 31,  2020, based on criteria established
in Internal Control—Integrated Framework (2013) issued by COSO.

We  have also audited, in accordance  with the standards of  the Public Company Accounting

Oversight Board (United States) (PCAOB), the  consolidated financial statements  as of and for  the year
ended December 31, 2020, of the Partnership and our  report  dated March 2, 2021 expressed an
unqualified opinion on those financial statements.

Basis for Opinion

The Partnership’s management is responsible for  maintaining effective internal control over

financial reporting and for its assessment  of the  effectiveness  of internal control over financial
reporting, included in the accompanying Management’s Annual Report on Internal Control Over
Financial Reporting. Our responsibility  is to express an opinion  on the Partnership’s internal control
over financial reporting based on our audit. We are  a public accounting firm registered with the
PCAOB and are required to be independent with  respect to  the Partnership  in accordance with  the
U.S. federal securities laws and the applicable rules  and  regulations of the  Securities  and Exchange
Commission and the PCAOB.

We  conducted our audit in accordance with the standards of  the PCAOB. Those standards require

that we plan and perform the audit to  obtain reasonable assurance  about whether  effective  internal
control over financial reporting was maintained in all material respects.  Our  audit included obtaining
an understanding of internal control over  financial reporting, assessing  the risk  that  a material
weakness exists, testing and evaluating the design and operating effectiveness of internal  control based
on the assessed risk, and performing such other procedures as we considered  necessary  in the
circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal  Control over Financial Reporting

A partnership’s internal control over financial reporting  is a process designed to provide
reasonable assurance regarding the reliability of  financial  reporting and  the preparation  of financial
statements for external purposes in accordance with generally accepted accounting  principles.  A
partnership’s internal control over financial  reporting includes those  policies and  procedures  that
(1) pertain to the maintenance of records  that, in  reasonable  detail,  accurately and  fairly reflect the
transactions and dispositions of the assets of  the partnership; (2)  provide reasonable assurance that
transactions are recorded as necessary  to  permit preparation  of  financial statements in  accordance  with
generally  accepted  accounting  principles,  and  that  receipts  and  expenditures  of  the  partnership  are
being  made  only  in  accordance  with  authorizations  of  management  and  directors  of  the  partnership;
and (3)  provide reasonable assurance regarding prevention  or  timely  detection of unauthorized
acquisition, use, or disposition of the  partnership’s assets that could have a material effect on the
financial statements.

Because of its inherent limitations, internal control over  financial  reporting may not prevent or

detect misstatements. Also, projections  of any evaluation  of  effectiveness to future periods are  subject
to the risk that controls may become inadequate  because of changes in conditions, or  that  the degree
of compliance with the policies or procedures may deteriorate.

/s/ Deloitte LLP
London, United Kingdom
March 2, 2021

143

D. Changes in Internal Control over  Financial  Reporting

There were no material changes to the Partnership’s internal control  over financial reporting that

occurred during the period covered by this  annual report  that have materially affected, or are
reasonably likely to materially affect,  the Partnership’s internal control over financial reporting.

ITEM 16.

[RESERVED]

ITEM 16.A. AUDIT COMMITTEE FINANCIAL EXPERT

Julian R. Metherell, whose biographical details  are included  in ‘‘Item 6. Directors, Senior

Management and Employees—A. Directors and Senior Management’’, qualifies as  an ‘‘audit  committee
financial expert’’. Our board of directors  has  affirmatively determined that Mr. Metherell meets the
definition of ‘‘independent director’’  for purposes of serving on an audit committee under  applicable
SEC and NYSE rules.

ITEM 16.B. CODE OF ETHICS

We  have adopted a Code of Business Conduct and Ethics  for all directors, officers, employees and

agents of  the Partnership, a copy of which  is posted on our website and may  be  viewed at
http://www.gaslogmlp.com. We will also provide a paper copy of this document upon the written request
at no cost. Unitholders may direct their requests to the attention  of our  General Counsel,  GasLog
Partners LP, 69 Akti Miaouli, 18537 Piraeus,  Greece.  No waivers of  the  Code of Business  Conduct  and
Ethics have been granted to any person  during the fiscal year  ended December  31, 2020.

We have also adopted a Trading Policy that  generally prohibits directors,  officers, employees,

controlling unitholders and their respective related parties (‘‘Covered  Persons’’) from trading in
securities of the Partnership while in possession of material  non-public information  regarding the
Partnership, or in securities of any other company  while in possession of material non-public
information regarding that company, which  knowledge  was  obtained  in the  course of  service  to  or
employment with GasLog. The Trading Policy also imposes certain pre-clearance  requirements and
quarterly blackout periods. In addition, among other things, the Trading  Policy generally  prohibits
Covered Persons from (i) trading in equity  securities of the  Partnership on a short-term  basis,
(ii) purchasing securities of the Partnership on margin, (iii) purchasing or selling derivatives  related to
securities of the Partnership (except for certain ‘‘permitted hedging derivatives’’, which the Trading
Policy  defines as any derivative transaction to (x)  hedge  a position in Partnership securities  held by the
relevant Covered Person for more than  12 months, (y) with respect to the number of Partnership
securities less than or equal to the amount such Covered Person  could sell at such time in  compliance
with Rule 144 under the Securities Act of 1933, as  amended, and (z)  otherwise in compliance with the
terms of the Trading Policy) and (iv) selling Partnership securities short (other than short sales effected
by an independent financial institution  that is  party to a permitted  hedging derivative,  in accordance
with its own standard practices and procedures, for  the purpose of  hedging its  own position as a  party
to, or facilitating the entry by a Covered Person into, such permitted  hedging derivative).

ITEM 16.C. PRINCIPAL ACCOUNTANT FEES  AND SERVICES

Deloitte LLP, an independent registered public accounting  firm, has audited our annual financial

statements acting as our independent auditor  for the  fiscal  years  ended December 31, 2018,
December 31, 2019 and December 31, 2020.

The table below sets forth the total amount billed and  accrued for Deloitte LLP  for services
performed in 2019 and 2020, respectively, and breaks down these amounts by the category of service.

144

The fees paid to our principal accountant were  approved in  accordance with the  pre-approval policies
and procedures described below.

2019

2020

(Expressed in
millions of U.S.
Dollars)

Audit fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$0.57

$0.50

Total fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$0.57

$0.50

Audit Fees

Audit fees represent compensation for professional services rendered for the audit  of  the
consolidated financial statements of the  Partnership, fees for the review  of the quarterly  financial
information, as well as in connection with the  review of registration  statements  and related consents
and comfort letters, and any other services required for SEC or other regulatory  filings.

Tax Fees

No tax fees were billed by our principal accountant in 2019  and 2020.

Audit-related Fees

No audit-related fees were billed by our principal accountant in 2019  and 2020.

All Other Fees

No other fees were billed by our principal  accountant in  2019 and  2020.

Pre-approval Policies and Procedures

Our Audit Committee is responsible for  the appointment, compensation, retention and oversight of

the work of the independent auditors.  The  Audit Committee is also  responsible  for reviewing  and
approving in advance the retention of  the independent auditors for the performance of all audit and
lawfully permitted non-audit services.

ITEM 16.D. EXEMPTIONS FROM THE LISTING STANDARDS FOR  AUDIT COMMITTEES

None.

ITEM 16.E. PURCHASES OF EQUITY  SECURITIES BY THE ISSUER AND AFFILIATED

PURCHASERS

On July 1, 2020, GasLog elected to convert  415,000 Class B-1  units  into 415,000 common  units in

accordance with the terms of the agreement entered into in June  2019 by GasLog and GasLog Partners
regarding the elimination of the IDRs  held by GasLog.

On January 30, 2019, the Partnership  announced  that its  board of  directors approved a unit
repurchase program of up to $25 million  of  the Partnership’s common units covering the period from
January 31, 2019 to December 31, 2021.  On  February 6,  2020, the Partnership announced that its board
of directors had approved an increase  in  the amount available  under the unit repurchase authority back
up to $25.0 million. Under the terms  of  the repurchase  program, the Partnership may  repurchase
common units from time to time, at the  Partnership’s discretion, on  the open market or  in privately
negotiated transactions. Any repurchases are subject to market conditions, applicable legal
requirements and other considerations.  The Partnership is not obligated under  the repurchase program

145

to repurchase any specific dollar amount  or number of common units, and the  repurchase program  may
be modified, suspended or discontinued  at  any  time or  never utilized. Any common units repurchased
by  the  Partnership  under  the  program  will  be  cancelled.  As  of  December  31,  2020,  1,363,062  common
units had been repurchased by the Partnership.

ITEM 16.F. CHANGE IN PARTNERSHIP’S CERTIFYING ACCOUNTANT

None.

ITEM 16.G. CORPORATE GOVERNANCE

Statement of Significant Differences  Between Our  Corporate Governance  Practices and  the New York

Stock Exchange Corporate Governance Standards for U.S. Non-Controlled Issuers

Overview

Pursuant to certain exceptions for foreign private  issuers, the Partnership  is  not  required to comply
with certain of the corporate governance  practices followed by U.S. companies under the NYSE listing
standards. However, pursuant to Section 303.A.11 of the NYSE  Listed  Company Manual  and the
requirements of Form 20-F, we are required  to  state any significant  ways in  which our corporate
governance practices differ from the  practices required  by the NYSE for U.S. companies. We believe
that our established practices in the area  of corporate governance  are in line with  the spirit of the
NYSE standards and provide adequate protection  to  our  unitholders. The significant  differences
between our corporate governance practices and the NYSE standards applicable to listed U.S.
companies are set forth below.

Independence of Directors

The NYSE rules do not require a listed  company that is a  foreign private issuer to have  a board  of

directors that is comprised of a majority  of  independent directors. Under Marshall  Islands law, we  are
not required to have a board of directors comprised  of  a majority of directors meeting  the
independence standards described in the  NYSE  rules.  In  addition, NYSE rules do not require limited
partnerships like us to have boards of  directors comprised  of a majority of  independent directors.
Accordingly, our board of directors is  not  required to be comprised  of  a  majority of independent
directors. However, our board of directors has  determined that each of,  Curtis V. Anastasio, Daniel R.
Bradshaw, Roland Fisher and Julian  R.  Metherell satisfies the independence standards  established by
the NYSE as applicable to us.

Corporate Governance, Nominating and  Compensation Committee

The NYSE rules do not require foreign private issuers or limited partnerships like  us to establish a

compensation committee or a nominating/corporate governance committee. Similarly, under  Marshall
Islands law, we are not required to have  a  compensation  committee or a nominating/corporate
governance committee. Accordingly,  we  do not have a  compensation  committee or  a nominating/
corporate governance committee.

ITEM 16.H. MINE SAFETY DISCLOSURE

Not applicable.

146

PART III

ITEM 17. FINANCIAL STATEMENTS

Not applicable.

ITEM 18. FINANCIAL STATEMENTS

Reference is made to pages F-1 through F-58 included herein by  reference.

ITEM 19. EXHIBITS

Exhibit No.

Description

1.1 Certificate of Limited Partnership  of  GasLog Partners LP(1)

1.2

Seventh Amended and Restated  Agreement of  Limited  Partnership of GasLog
Partners LP(2)

2.1 Certificate of Formation of GasLog Partners GP LLC(1)

2.2 Limited Liability Company Agreement of GasLog Partners GP LLC(1)

2.3 Description of Securities

4.1

4.2

4.3

4.4

4.5

4.7

Form of Contribution Agreement(1)

Form of Omnibus Agreement(1)

Form of Administrative Services Agreement(1)

Form of Commercial Management Agreement(1)

Form of Ship Management Agreement(5)

Form of $30.0 Million Revolving Credit Agreement by and between GasLog Partners  LP
and GasLog Ltd.(1)

4.8

Form of Indemnification Agreement for  the Partnership’s directors and  certain  officers(5)

4.9 GasLog Partners LP 2015 Long-Term Incentive Plan(3)

4.10 Addendum dated April 21, 2015 to the  Omnibus Agreement dated May  12, 2014, among
GasLog Ltd., GasLog Partners LP, GasLog Partners GP LLC  and GasLog Partners
Holdings LLC(4)

147

Exhibit No.

4.15

Description

Facilities Agreement for $1,311,356,340 Loan Facilities dated  October 16, 2015 between
GAS-eleven Ltd., GAS-twelve Ltd., GAS-thirteen  Ltd., Gas-fourteen Ltd., GAS-twenty
two Ltd., GAS-twenty three Ltd., GAS-twenty four Ltd., GAS-twenty five Ltd., as
borrowers, Citibank, N.A., London Branch, Nordea Bank  AB,  London Branch, The Export-
Import Bank of Korea, Bank of America,  National Association, BNP Paribas, Credit
Agricole Corporate and Investment Bank, Credit  Suisse AG,  HSBC  Bank  plc, ING
Bank N.V., London Branch, KEB Hana Bank, London  Branch, KfW IPEX-Bank GmbH,
National Australia Bank Limited, Oversea-Chinese Banking Corporation Limited, Societe
Generale and The Korea Development Bank as mandated lead  arrangers with Nordea
Bank AB, London Branch as agent, security agent, global co-ordinator and bookrunner and
Citibank N.A., London Branch as export credit agent, global co-coordinator, bookrunner
and export credit agent co-ordinator,  guaranteed by GasLog Ltd. and  GasLog Carriers  Ltd.,
previously filed as an exhibit to GasLog  Ltd.’s Annual Report on  Form 20-F (File
No. 001-35466), filed with the SEC on  March  14, 2016, and hereby incorporated  by
reference to such Report(6)

4.16 Exchange Agreement by and among GasLog Partners LP, GasLog Partners  GP LLC and

GasLog Ltd. dated June 24, 2019(7)

4.17

4.18

Facilities Agreement dated February 20, 2019,  relating  to  $450,000,000 Revolving Credit
Facility among GAS-three Ltd., GAS-four  Ltd., GAS-five Ltd., Gas-sixteen Ltd.,
GAS-seventeen Ltd., as borrowers, Credit Suisse AG,  Nordea Bank Abp, Filial I Norge,
The IyoBank, Ltd. Singapore Branch as the Original  Lenders with  Nordea Bank  Abp,  Filial
I Norge as agent and the security agent,  and  Credit Suisse AG as  mandated lead arranger,
global co-ordinator and bookrunner, guaranteed by  GasLog Partners LP and GasLog
Partners Holdings LLC(8)*

Facility Agreement dated December 12,  2019, relating  to  $1,052,791,260 Loan  Facilities
among GAS-twenty eight Ltd.; GAS-thirty Ltd., GAS-thirty  one  Ltd., GAS-thirty two Ltd.,
GAS-thirty three Ltd., GAS-thirty four Ltd., and GAS-thirty five Ltd., as borrowers,
Citibank, N.A. London Branch, DNB (UK) Ltd.,  Skandinaviska  Enskilda Banken AB
(publ), Bank of America National Association, Commonwealth Bank of Australia, KfW
IPEX-Bank GmbH, National Australia Bank  Limited, Oversea-Chinese Banking
Corporation Limited, Societe Generale, London Branch, Standard Chartered Bank, BNP
Paribas Seoul Branch and The Korea Development Bank as Mandated  Lead Arrangers;
Citibank, N.A. London Branch, DNB (UK) Ltd.,  Skandinaviska  Enskilda Banken AB
(publ), KfW IPEX-Bank GmbH, National Australia  Bank Limited, Oversea-Chinese
Banking Corporation Limited, Societe Generale,  London Branch,  Standard Chartered
Bank, BNP Paribas Seoul Branch and The Korea Development Bank as  bookrunners; DNB
Bank ASA, London Branch as Agent and security  agent; Citibank  N.A., London Branch as
ECA Agent and ECA Co-ordinator; Citibank N.A. London Branch and DNB  (UK) Ltd., as
Global Co-ordinators and GasLog Ltd., GasLog Carriers  Ltd., GasLog Partners LP and
GasLog Partners Holdings LLC as Guarantors**(9)

4.19

Facility Agreement dated July  16, 2020, relating  to  $260,331,250 loan facility among
GAS-twenty Ltd., GAS-seven Ltd. and GAS-eight  Ltd., as borrowers, BNP  Paribas  and
Credit Suisse AG, as mandated lead arrangers, with  BNP Paribas as agent  and security
agent and Credit Suisse AG as global  co-ordinator and bookrunner, guaranteed  by  GasLog
Partners LP and GasLog Partners Holdings LLC; please see  ‘‘Item  5. Operating  and
Financial Review and Prospects—B. Liquidity and Capital Resources—Credit
Facilities’’**(10)

148

Exhibit No.

4.20

Description

Facility Agreement dated July  16, 2020, relating  to  $200,000,000 loan facility among
GAS-twenty seven Ltd., GAS-twenty  one Ltd. and GAS-nineteen Ltd., as borrowers, DNB
(UK) Ltd. and ING Bank N.V., London  Branch, as mandated lead  arrangers, with DNB
Bank ASA, London Branch as agent  and  security agent,  DNB  (UK) Ltd. and ING
Bank N.V., London Branch as bookrunners and ING Bank  N.V, London Branch as
structuring and documentation bank,  guaranteed by GasLog Partners LP,  GasLog Partners
Holdings LLC, GasLog Ltd. and GasLog Carriers Ltd.; please see ‘‘Item 5. Operating and
Financial Review and Prospects—B. Liquidity and Capital Resources—Credit
Facilities’’**(10)

8.1 List of Subsidiaries of GasLog Partners  LP

12.1 Rule 13a-14(a)/15d-14(a) Certification  of GasLog Partners LP’s  Chief Executive Officer

12.2 Rule 13a-14(a)/15d-14(a) Certification  of GasLog Partners LP’s  Chief Financial Officer

13.1 GasLog Partners LP Certification  of Paul Wogan,  Chief Executive Officer, pursuant to 18

U.S.C.  Section 1350, as adopted pursuant to Section  906 of the U.S. Sarbanes-  Oxley Act of
2002

13.2 GasLog Partners LP Certification  of Achilleas Tasioulas, Chief Financial  Officer, pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section  906 of the  U.S. Sarbanes-Oxley
Act of 2002

13.3 Consent of  Deloitte LLP

101.INS XBRL Instance Document

101.SCH XBRL Taxonomy Extension Schema

101.CAL XBRL Taxonomy Extension  Scheme Calculation  Linkbase

101.DEF XBRL Taxonomy Extension  Scheme Definition Linkbase

101.LAB XBRL Taxonomy Extension Scheme Label Linkbase

101.PRE XBRL Taxonomy Extension  Scheme Presentation Linkbase

(1)

(2)

(3)

(4)

(5)

(6)

(7)

(8)

Previously filed as an exhibit to GasLog Partners LP’s Registration Statement on Form F-1 (File No. 333-195109), declared
effective  by the SEC on May 6, 2014, and hereby incorporated by reference to such Registration Statement.

Previously filed as Exhibit 3.2 to GasLog Partners LP’s Report on Form 6-K (File No. 001-36433), filed with the SEC on
August  5, 2020, hereby incorporated by reference to such Report.

Previously filed as Exhibit 4.6 to GasLog Partners LP’s Registration Statement on Form S-8 (File No. 333-203139), filed
with the SEC on March 31, 2015, and hereby incorporated  by reference to such Registration Statement.

Previously filed as Exhibit 99.3 to GasLog Partners LP’s Report on Form 6-K, filed with the SEC on April 30, 2015, hereby
incorporated by reference to such Report.

Previously filed as an exhibit to GasLog Partners LP’s Annual Report on Form 20-F, filed with the SEC on February 12,
2016, hereby incorporated by reference to such Report.

Previously filed as an exhibit to GasLog Ltd.’s Annual Report on Form 20-F (File No. 001-35466), filed with the SEC on
March 14, 2016, and hereby incorporated by reference to such Report.

Previously filed as Exhibit 10.1 to GasLog Partners LP’s Report on Form 6-K (File No. 001-36433), filed with the SEC on
June 24, 2019, hereby incorporated by reference to such Report.

Previously filed as an exhibit to GasLog Partners LP’s Annual Report on Form 20-F (File No. 001-36433), filed with the
SEC on  February 26, 2019, and hereby incorporated  by reference to such Report.

149

(9)

(10)

*

**

Previously filed as an exhibit to GasLog Partners LP’s Annual Report on Form 20-F (File No. 001-36433), filed with the
SEC on  March 3, 2020, and hereby incorporated  by reference to such Report.

Previously filed as Exhibit 10.1 to GasLog Partners LP’s Report on Form 6-K (File No. 001-36433), filed with the SEC on
August  5, 2020, and hereby incorporated by reference to such Report.

Confidential material has been redacted and complete  exhibits have been separately filed with the SEC.

Certain  schedules have been omitted. The registrant hereby undertakes to furnish supplemental copies of any of the
omitted schedules upon request by the SEC, provided, however,  that GasLog Partners LP may request confidential
treatment pursuant to Rule 24b-2 of the Exchange Act  for any schedule so furnished.

150

The registrant hereby certifies that it  meets  all of the  requirements for filing on  Form 20-F and

that it has duly caused and authorized  the undersigned to sign this annual report on its behalf.

SIGNATURE

GASLOG PARTNERS LP,

By /s/ PAUL A. WOGAN

Name: Paul A. Wogan
Title: Chief Executive Officer

Dated: March 2, 2021

151

GASLOG PARTNERS LP
INDEX TO CONSOLIDATED FINANCIAL  STATEMENTS

Report of Independent Registered Public Accounting  Firm—Deloitte LLP . . . . . . . . . . . . . . . . .
Consolidated statements of financial  position as of December 31,  2019 and December  31, 2020 . .
Consolidated statements of profit or  loss  and  total  comprehensive income or  loss for the years

ended December 31, 2018, 2019 and 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated statements of changes in  owners’/partners’ equity for the years ended  December 31,
2018, 2019 and 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated statements of cash flows  for  the years ended December  31, 2018,  2019 and 2020 . . .
Notes to the consolidated financial statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Page

F-2
F-5

F-6

F-7
F-8
F-9

F-1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Unitholders of GasLog  Partners LP

Opinion on the Financial Statements

We  have audited the accompanying consolidated statements of financial  position of GasLog
Partners  LP and subsidiaries (‘‘the Partnership’’) as of December 31,  2019 and  2020, the related
consolidated statements of profit or loss, comprehensive income or  loss, changes in owners’/partners’
equity and cash flows, for each of the three years in the period ended December 31, 2020,  and the
related notes (collectively referred to as  the ‘‘financial statements’’). In our opinion, the  financial
statements present fairly, in all material respects,  the financial position of the Partnership  as of
December 31, 2019 and 2020, and the results of its operations and its cash flows for  each of the three
years in the period ended December  31, 2020, in conformity with  International Financial Reporting
Standards as issued by the International Accounting Standards Board.

We  have also audited, in accordance  with the standards of  the Public Company Accounting
Oversight Board (United States) (PCAOB), the  Partnership’s internal control over financial reporting
as of  December 31, 2020, based on criteria established in  Internal Control—Integrated Framework (2013)
issued by the Committee of Sponsoring  Organizations  of  the Treadway Commission and our report
dated March 2, 2021, expressed an unqualified opinion  on the Partnership’s internal control over
financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Partnership’s management. Our

responsibility is to express an  opinion  on  the Partnership’s financial statements based on our audits. We
are a public accounting firm registered  with the  PCAOB and are required  to  be  independent with
respect to the Partnership in accordance  with the U.S. federal securities laws and the applicable rules
and regulations of the Securities and  Exchange Commission and the PCAOB.

We  conducted our audits in accordance with the standards  of  the PCAOB. Those standards require

that we plan and perform the audit to  obtain reasonable assurance about whether  the financial
statements are free of material misstatement,  whether due to error or fraud. Our  audits included
performing procedures to assess the risks of material misstatement of the financial statements, whether
due to error or fraud, and performing procedures that respond to those risks. Such procedures included
examining, on a test basis, evidence regarding the  amounts and  disclosures in the financial statements.
Our audits also included evaluating the  accounting principles used and significant estimates made by
management, as well as evaluating the  overall  presentation of the financial statements. We believe  that
our  audits provide a reasonable basis  for  our opinion.

Critical Audit Matter

The critical audit matter communicated below is  a matter  arising from the current-period audit of

the financial statements that was communicated or  required to be communicated  to  the audit
committee and that (1) relates to accounts or disclosures that  are material to the financial statements
and (2)  involved our especially challenging, subjective, or  complex judgments. The communication of
critical audit matters does not alter in  any way our opinion on the  financial statements, taken  as a
whole, and we are not, by communicating  the critical audit matter  below, providing a separate opinion
on the critical audit matter or on the  accounts or disclosures to which it  relates.

F-2

Tangible fixed assets—Impairment of vessels—Refer to Notes  2 and 3 to  the  financial statements

Critical Audit Matter Description

The carrying value of vessels as of December 31, 2020,  was $2,203.9 million, net of an  impairment

loss of $23.9 million recognized in 2020.

The Partnership’s vessels are evaluated for impairment  when events or changes in  circumstances

indicate that the carrying value may not  be  recoverable, and  conversely  for reversal of  impairment. For
each  vessel  for  which  impairment  indicators  or  impairment  reversal  indicators  are  identified,
management estimates the recoverable amount, which is  the higher  of  fair value less cost to sell and
value in use, and compares it to the carrying value. The Partnership assesses value in  use using
discounted future cash flows, which requires  management to make estimates  and assumptions, the  most
significant of which are charter rates  for non-contracted revenue days and the discount rate.
Management identifies these as key assumptions to which the outcome of the impairment assessment is
most sensitive.

At each reporting date, the Partnership reassesses its  impairment assumptions  and revises them as
appropriate, including in the current  year for the impact of  COVID-19. In its impairment assessments
during 2020, the Partnership revised  certain assumptions for  charter  rates for  the period  up to June 30,
2025 and its assumptions for discount rates,  whilst its longer term charter rate assumptions  were
unchanged. For Steam vessels, management’s assumptions for charter rates for non-contracted revenue
days decreased from an average of $41 thousand  per  day  to  $40 thousand per day compared to 2019,
and  management’s  average  discount  rate  assumption  decreased  to  6.4%,  resulting  in  further  impairment
losses of $23.9 million recognized on four of  the Partnership’s five Steam vessels during 2020.  The
estimated recoverable amount of all other vessels for which impairment indicators  were identified
exceeded  their carrying value as of December 31,  2020 and, therefore, no impairment was recognized
for the remaining vessels.

We  identified impairment of vessels as a  critical  audit matter because of  the significant  judgments

made by management to estimate the  discount rate and the charter rates for non-contracted revenue
days, which are particularly subjective as they involve assumptions  about  the LNG shipping  market
through the end of the useful lives of the  vessels,  and  due to the  sensitivity  of  the value  in use
calculations to management’s assumptions. Performing audit procedures to evaluate the  reasonableness
of management’s estimates of charter rates for non-contracted  revenue  days and the discount  rate
required a high degree of auditor judgment.

How the Critical Audit Matter Was Addressed in the  Audit

Our audit procedures related to the  charter rate assumptions for  non-contracted revenue  days and

the discount rate used by management to estimate the  recoverable amount of vessels included the
following:

(cid:127) We tested the controls over management’s estimation  of the recoverable amount of  vessels  for
which  impairment indicators were identified, including controls over  the assumptions  for the
charter rate for non-contracted revenue  days and  the discount  rate.

(cid:127) With the assistance of our fair value specialists, we evaluated the reasonableness of the discount
rate, including: management’s estimation  method; testing the source information underlying the
determination of the discount rate; the mathematical accuracy of the discount rate  calculation;
and developing a range of independent estimates  and  comparing those to  the discount  rate
selected  by management.

F-3

(cid:127) We  evaluated  the  reasonableness  of  charter  rates  for  non-contracted  revenue  days  up  to  June 30,

2025 by comparing management’s assumptions  for each vessel type  to  market  data,  and
considered actual time charters agreed with charterers for similar  vessels.

(cid:127) We  evaluated  the  reasonableness  of  management’s  charter  rate  assumptions  from  July  1,  2025
through the end of each vessel’s useful  life, for which  very limited observable market data is
available, by evaluating management’s rationale and evidence for these  assumptions, as follows:

(cid:127) We re-assessed the rationale and evidence for the estimated long run  costs of building and
financing newbuild LNG vessels and the differential between the longer term charter rates
for each vessel type assumed by management, including  comparison to historic  new build
prices, comparison of the differentials to actual charter rates and to market  data  available
about nearer term charter rates, with  particular focus on the charter rate differentials
between Steam and non-Steam vessels.

(cid:127) We  compared  them  with  management’s  assumptions  for  the  period  up  to  June 30,  2025  for

which market data was available, and assessed the reasonableness of the changes in
management’s charter rate assumptions over the forecast period in  light of evidence
gathered about the potential future evolution of the  LNG shipping market, including
forecasts and reports published by external  industry experts.

(cid:127) We  considered  new  evidence  arising  between  Q4  2019  and  Q4  2020  in  our  evaluation  of
management’s  assumption  that  the  long  term  charter  rates  for  each  vessel  type  have  not
changed  since  the  prior  year  impairment  assessment.

(cid:127) In  addition  to  our  evaluation  of  management’s  charter  rate  assumptions  from  July 1,  2025

through the end of each vessel’s useful  life (which were held  constant as  described above) we
compared management’s current assumptions for the charter rate for  non-contracted  revenue
days  prior  to  July 1,  2025  against  management’s  previous  assumptions,  and  evaluated  the
rationale  and  evidence  for  changes  in  those  assumptions  based  on  observable  trends  in  the  LNG
shipping market.

(cid:127) We also considered other relevant evidence, including shipbrokers’ estimates of market values of
Steam vessels that were lower than management’s  estimates of values in  use as  of December  31,
2020.

(cid:127) We tested the mathematical accuracy  of  management’s value in  use calculations, and agreed the

inputs to the source information and  underlying  assumptions used by management.

(cid:127) We assessed the sensitivity disclosures in Note  3 based  on our own  sensitivity analysis, and

checked management’s calculations  of  those sensitivities.

(cid:127) We evaluated management’s ability  to  accurately forecast by comparing actual results to

management’s historical forecasts.

/s/ Deloitte LLP

London, United Kingdom

March  2,  2021

We  have served as the Partnership’s auditor since  2014.

F-4

GasLog  Partners LP
Consolidated statements of financial position
As  of December 31, 2019 and December 31, 2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  data)

Assets
Non-current assets
Other non-current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tangible fixed assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Right-of-use assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total  non-current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Current assets
Trade and other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prepayments and other current assets . . . . . . . . . . . . . . . . . . . . . . . .
Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total  current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Note

December 31,
2019

December 31,
2020

3

4

17

128
2,286,430
1,033

186
2,206,618
516

2,287,591

2,207,320

7,147
3,353
1,597
372
96,884

109,353

16,265
3,036
2,691
—
103,736

125,728

Total  assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,396,944

2,333,048

Owners’/partners’ equity and liabilities
Owners’/partners’ equity
Common unitholders (46,860,182 units  issued  and  outstanding as of

December 31, 2019 and 47,517,824 units issued  and  outstanding as
of December 31, 2020) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

General partner (1,021,336 units issued and outstanding as of

December 31, 2019 and December 31, 2020) . . . . . . . . . . . . . . . . .
Preference unitholders (5,750,000 Series A Preference Units, 4,600,000
Series B Preference Units and 4,000,000  Series C Preference Units
issued and outstanding as of December 31, 2019  and  December 31,
2020) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total  owners’/partners’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Current liabilities
Trade accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due to related parties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other payables and accruals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings—current portion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease liabilities—current portion . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total  current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Non-current liabilities
Derivative financial instruments . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings—non-current portion . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease liabilities—non-current portion . . . . . . . . . . . . . . . . . . . . . . . .
Other non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5

5

5

13
17
7
6

17
6

606,811

594,901

11,271

11,028

347,889

965,971

16,630
5,642
2,607
51,570
109,822
472

186,743

347,889

953,818

13,578
7,525
8,185
50,679
104,908
332

185,207

6,688
1,236,202
414
926

12,152
1,180,635
112
1,124

Total  non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,244,230

1,194,023

Total  owners’/partners’ equity and liabilities . . . . . . . . . . . . . . . . . . .

2,396,944

2,333,048

The accompanying notes are an integral part of these consolidated financial  statements.

F-5

GasLog  Partners LP
Consolidated statements of profit or loss and total comprehensive income or loss
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except per unit data)

Revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net pool allocation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Voyage expenses and commissions . . . . . . . . . . . . . . . . . . . . . . .
Vessel operating costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses . . . . . . . . . . . . . . . . . . . . .
Impairment loss on vessels . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Note

8
8,13
9
11
3
10
3

2018

2019

2020

383,201
3,700
(7,506)
(73,697)
(87,584)
(19,754)

378,687
1,058
(7,308)
(76,742)
(89,309)
(19,401)
— (138,848)

333,662
—
(10,443)
(74,798)
(83,058)
(18,960)
(23,923)

Profit from operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

198,360

48,137

122,480

Financial costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss on derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

12
12
17

(72,714)
2,448
(48)

(71,998)
1,887
(12,795)

(50,987)
295
(14,929)

Total  other expenses, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(70,314)

(82,906)

(65,621)

Profit/(loss) and total comprehensive  income/(loss)  for the year . .

128,046

(34,769)

56,859

Earnings/(loss) per unit attributable to the Partnership, basic

and diluted: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common unit (basic) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common unit (diluted) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General partner unit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

19

1.77
1.76
1.83

(1.43)
(1.43)
(1.52)

0.55
0.52
0.55

The accompanying notes are an integral part of these  consolidated financial  statements.

F-6

GasLog  Partners LP
Consolidated statements of changes  in owners’/partners’ equity
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  data)

General partner

Common
unitholders

Class B  unitholders

Preference
unitholders

Units

Amounts

Units

Amounts

Units

Amounts

IDRs

Units

Amounts

Total
Partners’
equity

Owners’
capital
(Note 5)

Total

.

.

.

.

.

.

.

.

.

.

Balance as of January 1, 2018 .
.
Profit and total comprehensive income  attributable  to
GasLog Ltd. (‘‘GasLog’’)’s operations (Note 19) .
.
Net proceeds from public offerings of common units
and issuances of general partner units (Note 5)
.
.
Net proceeds from public offering of preference units
.
.
.
Settlement of awards vested  during the year (Note 5)
Issuance of common units to GasLog in exchange  for
net assets contributions to the Partnership (Note 5)

(Note 5) .

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

assets contributions to the Partnership .

Cash distributions to GasLog in exchange  for net
.
Difference between net book values of  acquired
.
.

subsidiaries and considerations paid .
.

.
Distributions declared (Note 5)
.
Share-based compensation, net of accrued
.
.
.

.
.
.
Modification of incentive distribution rights (‘‘IDRs’’)
.
.
.
.
Partnership’s profit and total comprehensive income
.
.

.

.
.

.

.
.

.

.
.

distribution .

(Note 19) .

(Note 5) .

.
.

.
.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

836,779

11,781

41,002,121

752,456

—

—

—

—

90,753

2,171

2,553,899

60,013

—
—

—

—

—
—

—
33,998

—
—

— 1,858,975

45,000

—

—

—

—
(337)
— (1,942)

—

—

14

—

—
(4,675)
— (91,022)

—

607

— (25,395)

— 1,602

— 75,879

Balance as of December 31, 2018
IFRS 16 adjustment(1)
.

.

.

.

.

.
.

.
.

.
.

.
.

.
.

.
.

.

Balance as of January 1, 2019 (as restated(1))

.
.

.

.
.

.

.
.

.

.
.

.

927,532
—

13,289
4

45,448,993
—

812,863
173

927,532

13,293

45,448,993

813,036

.

.

.

.

.

.

.

.

.

.

.

.

.

.
.

.
.

.
.

.
.
.

.
.
.

.
.
.

.
.
.

.
.
.

Class B units (Note 5) .

GasLog’s operations (Note 19)
.

Profit and total comprehensive  income attributable to
.
.
.

.
.
Equity offering costs .
Repurchases of common units (Note 5)
.
Elimination of IDRs and issuance of common and
.
.

.
Issuance of general partner units (Note  5) .
Settlement of awards vested during the  year  (Note 5)
Cash distribution to GasLog in exchange  for net
.
Difference between net book values of acquired
.
.

subsidiary and consideration paid .
.

.
Distributions declared (Note 5)
.
Share-based compensation, net of accrued
.
.
.

assets contribution to the Partnership .

.
.
Partnership’s loss and total comprehensive loss
.
.

distribution .

(Note 19) .

.
.

.
.

.
.

.
.

.
.

.
.

.
.

.
.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

Balance as of December 31, 2019

.

.

.

.

.

—
—
—

—
—
—
—
— (1,171,572)

—
(288)
(22,890)

.
.

.

.
.

.

.

—
93,804
—

— 2,532,911
—
49,850

1,996
—

1,796
—
—

2,490,000
—
—

—

—

—

—

—
(357)
— (2,200)

— (17,490)
— (101,932)

—

18

—

847

— (1,479)

— (66,268)

—

—
—

—

—

. 1,021,336

11,271

46,860,182

606,811

2,490,000

—
—

—
(191,490)

(132)
(996)

—
—

.

.

.

.
.

.

.

.

.
.

.

.

.

.
.

.

.
.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.
.

.
.

(Note 5) .

Equity offering costs .
Repurchases of common units (Note  5)
Conversion of Class B units to common  units
.

.
Settlement of awards vested  during the year (Note 5)
Distributions declared (Note 5)
.
Share-based compensation, net of accrued
.
.
.

.
.
Partnership’s profit and total comprehensive  income
.
.

distribution .

(Note 19) .

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.

.
.

.

.

.

.

—
—

—
—
—

—

—

—
—
(839)

35

561

415,000
434,132

— (415,000) —
—
—
—
— (38,389)

—
—

—

1,637

— 25,970

—

—

Balance as of December 31, 2020

.

.

.

.

.

.

.

.

.

. 1,021,336

11,028

47,517,824

594,901

2,075,000

—

—

—

—
—

—

—

—
—

—

—

—

—
—

—

—
—
—

—

—

—

—
—

—

—

—
—

—

—

—

—
—

—

—
—
—

—
—
—

—

—
—

—

—

—

—
—

—

—

—

6,596

5,750,000

139,321

910,154

216,155

1,126,309

—

—

—

—

—

—

— 25,449

25,449

62,184

—

62,184

— 8,600,000
—
—

207,501
—

207,501
—

— 207,501
—
—

—

—

—

—

—

—

45,000

(45,000)

—

— (128,482)

(128,482)

—
(4,141)

—
—
— (20,989)

(5,012)
(118,094)

5,012

—
— (118,094)

103

—

—

—

—

—

724

—

724

(25,395)

— (25,395)

2,618

— 22,498

102,597

— 102,597

5,176 14,350,000
—

—

348,331
—

1,179,659
177

73,134
15

1,252,793
192

5,176 14,350,000

348,331

1,179,836

73,149

1,252,985

—
—
—

(2,391)
—
—

—

—
(2,785)

—

—

—
—
—

—
—
—

—

—
266
—

—
—
—

—

—
(22)
(22,890)

2,650
2,650
—
(22)
— (22,890)

(595)
1,996
—

—
—
—

(595)
1,996
—

— (93,646)

(93,646)

—
—
— (31,036)

(17,847)
(137,953)

17,847

—
— (137,953)

—

—

865

—

865

— 30,328

(37,419)

— (37,419)

— 14,350,000

347,889

965,971

— 965,971

—
—

—
—
—

—

—

—
—

—

(132)
(996)

—
—

(132)
(996)

—
—
—
—
— (30,328)

—
—
(69,556)

—

—

1,672

— 30,328

56,859

—
—
—
—
— (69,556)

—

—

1,672

56,859

— 14,350,000

347,889

953,818

— 953,818

(1)

Restated so as to reflect an adjustment introduced  due to the adoption  of International Financial Reporting Standard (‘‘IFRS’’) 16  Leases on January  1, 2019.

The accompanying notes are an integral part of these consolidated financial  statements.

F-7

GasLog  Partners LP
Consolidated statements of cash flows
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars)

Note

2018

2019

2020

Cash flows from operating activities:
Profit/(loss) for the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments for:
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairment loss on vessels . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized loss on derivatives held for trading . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Share-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Realized foreign exchange losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3
3
12
12
17
10
3

128,046

(34,769)

56,859

87,584

89,309
— 138,848
71,998
(1,887)
13,858
1,158
542

72,714
(2,448)
1,411
1,034
—

83,058
23,923
50,987
(295)
8,568
1,908
—

Movements in operating assets and liabilities:
(Increase)/decrease in trade and other  receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Increase)/decrease in inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Change in related parties, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Decrease/(increase) in prepayments and other current assets . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Increase)/decrease in other non-current  assets
Increase/(decrease) in other non-current  liabilities
. . . . . . . . . . . . . . . . . . . . . . . . . . .
Increase/(decrease) in trade accounts  payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Increase in other payables and accruals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

288,341

279,057

225,008

(9,847)
(58)
(20,498)
520
(800)
1,439
185
588

6,601
26
17,559
(352)
672
(1,245)
3,651
851

(9,150)
317
(1,971)
(1,094)
(58)
(281)
(1,807)
2,739

Cash provided by operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

259,870

306,820

213,703

Interest  paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(63,227)

(67,759)

(47,088)

Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

196,643

239,061

166,615

Cash flows from investing activities:
Payments for tangible fixed asset additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Return of capital expenditures
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial income received . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchase of short-term investments
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Maturity of short-term investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net cash (used in)/provided by investing  activities . . . . . . . . . . . . . . . . . . . . . . . . . . .

Cash flows from financing activities:
Borrowings drawdowns . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings repayments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payment of loan issuance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from entering into interest rate swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments for termination of interest  rate  swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from public offerings of common units and issuances of general partner  units (net of
underwriting discounts and commissions) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Proceeds from public offering of preference  units (net of underwriting discounts and

commissions)

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repurchases of common units . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payment of offering costs
Cash distributions to GasLog in exchange for contribution of net assets
. . . . . . . . . . . . . .
Payments for IDR modification (including third-party fees) . . . . . . . . . . . . . . . . . . . . . .
Distributions paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments for lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

3

18
18
18
17
17

5

5

3

5

(24,177)
—
2,361
(38,000)
28,000

(31,816)

(13,940)
7,465
1,950
(33,000)
43,000

(23,618)
—
326
—
—

5,475

(23,292)

25,940
(209,336)
(153)
—
—

445,000
(465,195)
(6,173)
—
—

479,984
(540,701)
(7,362)
16,056
(13,210)

62,516

1,996

—

208,394
—
(915)
(128,482)
(25,002)
(118,094)
—

—
(22,890)
(1,670)
(93,646)
—
(137,953)
(491)

—
(996)
(146)
—
—
(69,556)
(540)

Net cash used in financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(185,132)

(281,022)

(136,471)

(Decrease)/increase in cash and cash  equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(20,305)

(36,486)

Cash and cash equivalents, beginning  of  the  year . . . . . . . . . . . . . . . . . . . . . . . . . . . .

153,675

133,370

6,852

96,884

Cash and cash equivalents, end of the year

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

133,370

96,884

103,736

Non-Cash Investing and Financing Activities:
. . . . . . . . . . . . . . . . . .
Capital expenditures included in liabilities at the end  of  the year
Financing costs included in liabilities at the  end of the year . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . .
Offering costs included in liabilities at  the  end of the year
Issuance of common units to GasLog in exchange for contribution  of  net assets
. . . . . . . . .
Liabilities related to leases at the end of the year . . . . . . . . . . . . . . . . . . . . . . . . . . . .

18

5

11,442
—
1,067
45,000
47

10,261
164
14
—
65

13,261
—
—
—
—

The accompanying notes are an integral part of these consolidated financial  statements.

F-8

GasLog  Partners LP
Notes to the consolidated financial statements
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

1. Organization and Operations

GasLog Partners LP (‘‘GasLog Partners’’ or the ‘‘Partnership’’) was formed as  a limited

partnership under the laws of the Marshall  Islands on January  23, 2014, being  a wholly owned
subsidiary of GasLog for the purpose  of initially acquiring the interests in three liquefied  natural gas
(‘‘LNG’’) carriers that were contributed  to  the Partnership by  GasLog in  connection with  the initial
public offering of its common units (the  ‘‘IPO’’)  on May 12,  2014.

On April 26, 2018, GasLog Partners acquired 100% of the  ownership interests in

GAS-fourteen Ltd., the entity that owns a 174,000 cbm LNG carrier,  the  GasLog Gibraltar, for an
aggregate purchase price of $207,000.  On  November  14, 2018, GasLog Partners acquired 100% of  the
ownership interests in GAS-twenty seven Ltd., the entity that owns a 170,000  cbm LNG carrier, the
Methane Becki Anne, for an aggregate purchase price of $207,400.

On April 1, 2019, GasLog Partners acquired 100%  of  the ownership interests in GAS-twelve Ltd.,
the entity that owns a 174,000 cbm LNG  carrier, the  GasLog Glasgow, for an aggregate purchase price
of $214,000.

Since its IPO, the Partnership has acquired  from GasLog 100% of the ownership interests in 15
vessel-owning entities in aggregate, including  the ones mentioned  above. The above acquisitions were
accounted for as reorganizations of companies under  common control. The  Partnership’s historical
results and net assets were retroactively restated to reflect  the historical results of the acquired entities
from their respective dates of incorporation by GasLog. The carrying  amounts  of assets and liabilities
included are based on the historical carrying amounts of such assets and liabilities recognized  by  the
subsidiaries.

As of December 31, 2020, GasLog holds  a 35.3% ownership interest in the  Partnership  (including

2.0% through its general partner interest). As a result of its 100% ownership of  the general  partner,
and the fact that the general partner elects the majority  of the  Partnership’s directors in accordance
with the Partnership Agreement, GasLog  has  the ability to  control the Partnership’s  affairs and policies.

The Partnership’s principal business is the acquisition and operation of vessels  in the LNG  market,

providing transportation services of LNG  on a worldwide basis  primarily under multi-year charters.
GasLog LNG Services Ltd. (‘‘GasLog LNG Services’’ or the ‘‘Manager’’), a related party and a wholly
owned subsidiary of GasLog, incorporated  under the laws of the Bermuda, provides  technical services
to the Partnership.

On May 18, 2018, the Partnership through the GasLog Shanghai entered the Cool Pool, an LNG

carrier pooling arrangement operated by GasLog and Golar LNG Ltd. (the ‘‘Cool Pool’’) to market
their vessels operating in the LNG shipping  spot market. The Cool  Pool allowed  the participating
owners to optimize the operation of the  pool vessels through improved scheduling ability, cost
efficiencies and common marketing. The  objective  of the Cool Pool was to serve the growing LNG
market by providing customers with reliable,  flexible and innovative solutions to meet their increasingly
complex shipping requirements. The Cool  Pool chartered vessels (tri-fuel  diesel electric (‘‘TFDE’’)
LNG carriers in the 155,000-170,000  cbm range) for  periods up  to  one year  in duration  as agents for
the owners, who each remained responsible for the technical and  commercial operation of their vessels
and performance of the contracts. The  Partnership through  the GasLog Shanghai exited the Cool Pool
on June 23, 2019.

F-9

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

1. Organization and Operations (Continued)

As of December 31, 2020, the companies listed below were 100%  held by  the Partnership:

Name

. . . . .
GAS-three  Ltd.
. . . . . .
GAS-four  Ltd.
. . . . . .
GAS-five Ltd.
. . . . .
GAS-seven  Ltd.
. . . . .
GAS-eight  Ltd.
. . . .
GAS-eleven  Ltd.
. . . .
GAS-twelve Ltd.
. . .
GAS-thirteen Ltd.
. . .
GAS-fourteen Ltd.
. . . .
GAS-sixteen Ltd.
. .
GAS-seventeen Ltd.
. . .
GAS-nineteen Ltd.
. . . .
GAS-twenty Ltd.
GAS-twenty one Ltd.
. .
GAS-twenty seven  Ltd. .
GasLog Partners

Place  of
incorporation

Date of
incorporation

Principal activities

Vessel

Cargo
Capacity
(cbm)

Delivery Date

Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda

April  2010
April  2010

March  2011
March  2011

Vessel-owning company
Vessel-owning  company
February  2011 Vessel-owning  company
Vessel-owning  company
Vessel-owning company
December  2012 Vessel-owning company
December  2012 Vessel-owning company
Vessel-owning company
Vessel-owning company

July  2013
July  2013

GasLog Shanghai
GasLog Santiago
GasLog Sydney
GasLog Seattle
Solaris
GasLog Greece
GasLog Glasgow
GasLog Geneva
GasLog Gibraltar

January  2014 Vessel-owning company Methane Rita Andrea
January  2014 Vessel-owning company Methane Jane Elizabeth
Vessel-owning company Methane Alison Victoria
Vessel-owning company Methane Shirley Elisabeth
Vessel-owning company Methane Heather Sally
Methane Becki Anne

January  2015 Vessel-owning company

April  2014
April  2014
April  2014

June 2014
March 2016
June 2016

January 2013
March 2013
May 2013

155,000
155,000
155,000
155,000 December 2013
155,000
174,000
174,000
174,000 September 2016
174,000
145,000
145,000
145,000
145,000
145,000
170,000

October 2016
April 2014
April 2014
June 2014
June 2014
June 2014
March 2015

Holdings LLC . . . . . Marshall  Islands

April 2014

Holding company

—

—

—

2. Significant Accounting Policies

Statement of compliance

The consolidated financial statements  of the Partnership have been prepared in accordance with

International Financial Reporting Standards (‘‘IFRS’’) as issued  by the International  Accounting
Standards Board (the ‘‘IASB’’).

Basis of preparation

The consolidated financial statements  have been prepared on the  historical  cost basis.  Historical

cost is generally based on the fair value  of  the consideration given in exchange for  assets.

The principal accounting policies are set out  below.

The consolidated financial statements  are expressed in U.S. dollars (‘‘USD’’), which is the
functional currency of the Partnership and each of  its subsidiaries because  their  vessels  operate  in
international shipping markets, in which revenues and expenses  are primarily settled  in USD and  the
Partnership’s  most significant assets and  liabilities are paid  for and settled in USD.

In considering going concern, management has  reviewed the Partnership’s future  cash

requirements, covenant compliance and  earnings projections.  As of December 31, 2020, the
Partnership’s  current assets totaled $125,728  while current liabilities totaled $185,207,  resulting in a
negative working capital position of $59,479. Current liabilities include an amount of $25,828 of
unearned revenue in relation to vessel hires received in advance (which represents a  non-cash liability
that will be recognized as revenues after  December 31, 2020  as the services are rendered).  In
considering going concern, management  has  reviewed the Partnership’s  future cash requirements,

F-10

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

covenant compliance and earnings projections, incorporating  the negative impact of the  COVID-19
pandemic on near-term market rates.

Management monitors the Partnership’s liquidity position throughout the  year  to  ensure that it has

access to sufficient funds to meet its  forecast cash requirements, including debt service commitments,
and to monitor compliance with the financial  covenants within  its  loan facilities. Taking into account
the volatile commercial and financial market conditions experienced  throughout 2020, management
anticipates that the Partnership’s primary  sources  of funds for at least twelve  months from the  date of
this  report will be  available cash, cash  from  operations and existing  debt facilities. Management believes
that these anticipated sources of funds,  as  well  as its  decision  to  decrease the common  unit
distributions and preserve liquidity, will be sufficient  for the  Partnership to meet its liquidity needs and
to comply with its banking covenants  for at  least  twelve  months from  the date of  this report  and
therefore it is appropriate to prepare the  financial statements  on a  going concern  basis. Additionally,
the Partnership may enter into new debt  facilities in  the future,  as well as public equity or debt
instruments, although there can be no assurance that the Partnership will be able to obtain additional
debt or equity financing on terms acceptable to the  Partnership, which will also depend  on financial,
commercial and other factors, as well  as a significant  recovery in capital market  conditions and  a
sustainable improvement in the LNG  charter market, that  are  beyond the Partnership’s control. The
Partnership’s  long-term ability to repay its  debts and maintain  compliance with  its  debt covenants for at
least twelve months from the date of  this report without reliance on  additional sources of finance is
also dependent on a sustainable longer-term recovery in the LNG  charter market from  the market
disruption observed in 2020 as a result of the COVID-19  outbreak.

On March 2, 2021, the Partnership’s board of directors authorized the consolidated financial

statements for issuance and filing.

Basis of consolidation

The accompanying consolidated financial statements include the accounts of  the Partnership and

its  subsidiaries assuming that they are  consolidated from  the date of their  incorporation by GasLog, as
they were under the common control of GasLog.  All intra-group transactions  and balances are
eliminated on consolidation.

Accounting for (i) revenues and related operating expenses  and  (ii) voyage expenses and commissions

Revenues comprise revenues from time charters  for  the charter hire  of  the Partnership’s vessels

earned during the period in accordance with existing contracts and gross pool revenues.

A time charter represents a contract entered into for the  use of a vessel  for a  specific period of

time and a specified daily charter hire  rate. Time  charter  revenue is recognized  as earned on a
straight-line basis over the term of the  relevant  time charter starting from the  vessel’s delivery to the
charterer, except for any off-hire period, when a  charter  agreement exists, the  vessel  is made available
and services are provided to the charterer  and collection of the related revenue is  reasonably assured.
Unearned revenue includes cash received prior to the reporting  date relating to services to be rendered
after the reporting date. Accrued revenue  represents income recognized in advance as a result  of  the
straight-line revenue recognition in respect of charter agreements that provide for  varying  charter rates.

F-11

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

Under a time charter arrangement, the hire  rate per the charter  agreement has  two components:
the lease component and the service component relating to the vessel  operating costs. The  revenue in
relation to the lease component of the agreements is  accounted for  under  IFRS 16  Leases. The revenue
in relation to the service component  relates to vessel operating expenses, which  include expenses  that
are paid by the vessel owner such as  management fees, crew wages, provisions and  stores, technical
maintenance and insurance expenses. These costs are essential to operating a charter and the
charterers receive the benefit of these  when the  vessel  is used during  the contracted time and,
therefore, these costs are accounted  for in accordance with the  requirements of  IFRS 15 Revenue from
Contracts with Customers.

Pool revenues were recognized on a gross basis representing time charter revenues  earned by a

GasLog Partners vessel participating  in the pool under charter agreements  where GasLog  Partners
contracted directly with charterers. Revenue was recognized  on a  monthly basis, when the  vessel  was
made  available  and  services  were  provided  to  the  charterer  during  the  period,  the  amount  could  be
estimated  reliably  and  collection  of  the  related  revenue  was  reasonably  assured.

Time charter hires are received monthly in advance and  are classified as liabilities until such  time

as the criteria for recognizing the revenue  as earned are met.

Under a  time charter arrangement the vessel operating expenses such as management  fees,  crew

wages, provisions and stores, technical  maintenance  and insurance expenses, as well  as broker’s
commissions, are paid by the vessel owner, whereas the majority of voyage expenses such  as bunkers,
port expenses, agents’ fees and extra war  risk  insurance are paid  by the  charterer.

Management believes that mobilization  of  a  vessel from a previous port of discharge to a

subsequent port of loading does not  result in a separate benefit for charterers and that the activity  is
thus incapable of being distinct. This activity is  considered to be a required set-up  activity to fulfill  the
contract.  Consequently,  positioning  and  repositioning  fees  and  associated  expenses  are  recognized  over
the period of each contract, and not  at  a  certain point in time,  in accordance with  the requirements  of
IFRS 15 Revenue from Contracts with Customers, to match the recognition of the respective  hire
revenues realized. All other voyage expenses and vessel  operating  costs are  expensed as incurred, with
the  exception  of  commissions,  which  are  also  recognized  on  a  pro-rata  basis  over  the  period  of  the  time
charter. Bunkers’ consumption included in voyage expenses represents mainly  bunkers  consumed during
vessels’ unemployment and off-hire.

Net pool allocation

The Partnership because of its participation in the  Cool Pool (until June 23, 2019) also received a

net allocation from the pool, which was recognized separately in the consolidated statement of  profit or
loss under ‘‘Net Pool Allocation’’ and represented  GasLog Partners’ share  of  the net revenues earned
from the other pool participants’ vessels  less the other  participants’ share  of  the net revenues earned by
GasLog Partners’ vessels included in the pool. Each participant’s share of the net  pool revenues  was
based on the number of pool points attributable to its vessels and the number of days such vessels
participated in the pool.

F-12

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

Financial income and costs

Interest income, interest expense, other  borrowing costs and realized loss on derivatives are

recognized on an accrual basis.

Foreign currencies

Transactions in currencies other than  USD  are recognized at  the rates  of exchange prevailing at

the dates  of the transactions. At the  end of  each reporting period,  monetary assets and liabilities
denominated in other currencies are retranslated into USD at  the rates prevailing at that date.  All
resulting exchange differences are recognized  in the consolidated statement of profit or loss in the
period in which they arise.

Deferred financing costs

Commitment, arrangement, structuring, legal and agency fees incurred for  obtaining  new loans  or

refinancing existing facilities are recorded as  deferred loan issuance costs and classified contra debt
while the fees incurred for the undrawn facilities are classified under  non-current assets  in the
statement of financial position and are  classified contra debt on  the drawdown  dates.

Deferred financing costs are deferred  and amortized  to  financial costs over the  term of the

relevant loan, using the effective interest method. When the relevant loan  is terminated or
extinguished, the unamortized loan fees  are written-off in the consolidated statement of profit  or loss.

Tangible fixed assets: Vessels

Vessels are stated at cost less accumulated  depreciation  and  any accumulated impairment loss. The

initial cost of an asset comprises its purchase price and any directly attributable costs  of bringing the
asset to its working condition.

The cost of an LNG vessel is split into two  components, a ‘‘vessel component’’ and a ‘‘dry-docking

component’’. Depreciation for the vessel component  is calculated on a straight-line  basis, after taking
into account the estimated residual values,  over the estimated useful life of  this major component of
the value of the vessels. Residual values  are based on management’s estimation of the amount that the
Partnership would currently obtain from  disposal of its vessels, after deducting  the estimated costs  of
disposal, if the vessels were already of  the age and in the condition expected at  the end of their useful
life.

The LNG vessels are required to undergo a  dry-docking overhaul every five years that cannot be

performed while the vessels are operating to restore their service potential and to meet their
classification requirements. The dry-docking component is estimated at the  time of a  vessel’s delivery
from the shipyard  or acquisition from the  previous owner and is measured  based on the estimated cost
of the first dry-docking, subsequent to  its acquisition, based on the Partnership’s historical  experience
with similar types of vessels. For subsequent dry-dockings, actual costs are capitalized when incurred.
The dry-docking component is depreciated over the period of five years in the  case of new  vessels,  and
until the next dry-docking for secondhand  vessels  (which is performed within  five  years  from the
vessel’s last dry-docking).

F-13

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

Costs that will be capitalized as part  of the  future dry-dockings will include a variety of costs
incurred directly attributable to the dry-dock, and costs incurred  to  meet  classification  and regulatory
requirements, as well as expenses related  to  the dock preparation and port  expenses at the dry-dock
shipyard, general shipyard expenses, expenses related to hull, external  surfaces and decks,  expenses
related to machinery and engines of  the vessel,  as well  as expenses  related to the  testing and correction
of findings related to safety equipment  on board. Dry-docking costs do  not include vessel operating
expenses such as replacement parts, crew  expenses, provisions, lubricants consumption, insurance,
management fees or management costs  during  the dry-docking period. Expenses related to regular
maintenance and repairs of the vessels are expensed  as incurred, even  if such maintenance and repair
occurs during the same time period as  the dry-docking.

The expected useful lives are as follows:

Vessel

LNG vessel component . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dry-docking component . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

35 years
5 years

Management estimates the useful life of its vessels to be 35 years from the  date of initial delivery
from the shipyard. Secondhand vessels  are depreciated  from  the date of their acquisition through their
remaining estimated useful life.

The useful lives and the depreciation  method are reviewed annually to ensure that the method  and

period  of  depreciation  are  consistent  with  the  expected  pattern  of  economic  benefits  from  the
Partnership’s  vessels. The residual value  is also reviewed at  each financial period end. If  expectations
differ  from previous estimates, the changes are accounted for prospectively in profit or  loss in the
period of the change and future periods.

The estimated residual value of the vessels may not represent the fair market  value at any  time

partly because market prices of scrap  values tend to fluctuate. The Partnership  might revise  the
estimate of the residual values of the  vessels  in the future in response to changing market conditions.

Ordinary maintenance and repairs that do not extend the useful  life  of the asset  are expensed as

incurred.

When vessels are sold, they are derecognized and any  gain or  loss resulting  from their  disposals is

included in profit or loss.

Impairment of vessels

All vessels are reviewed for impairment  whenever  events or changes in circumstances indicate that

the carrying amount of an asset may not  be  recoverable. Whenever the  carrying amount of a vessel
exceeds its recoverable amount, an impairment loss is recognized in the  consolidated  statement  of
profit or loss. The recoverable amount is  the  higher of a vessel’s fair value less cost  of  disposal and
‘‘value in use’’. The fair value less cost of  disposal is the  amount  obtainable from the  sale of  a vessel in
an arm’s length transaction less the costs of disposal, while ‘‘value in use’’ is the  present  value of
estimated future cash flows expected  to  arise from  the continuing use  of  a vessel and  from its  disposal
at the end of its useful life. Recoverable  amounts  are estimated for individual vessels.  Each vessel is

F-14

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

considered to be a single cash-generating  unit. The  fair value less  cost of disposal of the  vessels  is
estimated from market-based evidence  by appraisal that  is normally undertaken by professionally
qualified brokers.

Reimbursable capital expenditures

Costs eligible for capitalization that are contractually reimbursable  by our  charterers  are

recognized on a gross basis in the period incurred under ‘‘Vessels’’. Concurrently, an equal amount is
deferred as a liability and amortized  to  profit or loss as income over the remaining tenure of the
charter party agreement.

Leases

Until December 31, 2018, the Partnership’s leases of vessel communication equipment  were
classified as operating leases. Payments made under operating  leases  (net of any  incentives received
from the lessor) were charged to profit  or  loss  on a  straight-line basis over the  period of the  lease.

From January 1, 2019 and onwards, each lease has been recognized as a right-of-use asset,  with a

corresponding liability recognized at  the date at  which the  leased asset  is available for  use by the
Partnership. Assets and liabilities arising  from a lease are initially measured on a present value basis,
i.e. at the present value of the minimum  lease  payments, discounted at the  interest rate implicit in  the
lease, if practicable, or else at the Partnership’s incremental  borrowing rate. The corresponding rental
obligations, net of future finance charges, are included in current and  non-current liabilities  as lease
liabilities. Each lease payment is allocated  between the liability and  finance  cost. The finance cost is
charged to profit or loss over the lease period so as to produce a  constant periodic rate of interest on
the remaining balance of the liability for  each period. The lease  liability  is subsequently measured by
increasing the carrying amount to reflect  interest  on the  lease liability (using  the effective interest rate
method) and by reducing the carrying amount to reflect  lease payments  made. The right-of-use asset is
depreciated over its useful life or over the shorter of its useful life  and the lease  term if there is no
reasonable certainty that the Partnership will  obtain  ownership  at  the end of the  lease term. Payments
associated with short-term leases and  low-value  assets are recognized  on a straight-line basis as an
expense in profit or loss. Short-term  leases  are leases with a lease term  of 12 months or less. Low-value
items  comprise  of  low  value  vessel  equipment.

Provisions

Provisions are recognized when the Partnership has  a present obligation (legal or  constructive)  as a

result of a past event, it is probable that  the Partnership will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation.  The amount recognized  as a provision is
the best estimate of the consideration required to settle  the present obligation at  the end of the
reporting period, taking into account  the risks  and  uncertainties  surrounding the obligation.  Where a
provision  is measured using the cash  flows  estimated  to  settle  the present obligation, its carrying
amount is the present value of those cash flows. When some  or all of the  economic benefits  required to
settle a provision are expected to be  recovered  from a third party, a receivable is  recognized as  an asset

F-15

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

if it  is  virtually certain that reimbursement will be received and the amount of the receivable  can be
measured reliably.

Inventories

Inventories represent lubricants on board  the vessel  and,  in the event  of a vessel not being
employed under a charter, bunkers on board the  vessel.  Inventories are stated at  the lower of cost
calculated on a first-in, first-out basis, and net  realizable value.

Financial instruments

Financial assets and liabilities are recognized when the  Partnership has  become a  party to the
contractual provisions of the instrument.  All financial instruments are initially recognized at fair value.
Transaction costs that are directly attributable  to  the acquisition or issue of financial assets and
financial liabilities (other than financial  assets and  financial  liabilities at  fair value through profit  or
loss) are added to or deducted from the  fair value of the  financial assets  or financial liabilities, as
appropriate, on initial recognition.

(cid:127) Cash and cash equivalents

Cash represents cash on hand and deposits with banks which  are repayable on  demand. Cash

equivalents represent short-term, highly  liquid investments  which are readily convertible into known
amounts of cash with original maturities  of three months or less at the time of purchase that are
subject to an insignificant risk of change in value.

(cid:127) Short-term investments

Short-term investments represent short-term, highly liquid time deposits placed with financial
institutions which are readily convertible  into known  amounts of cash  with original maturities  of  more
than three months but less than 12 months  at the time of purchase that  are subject to an insignificant
risk of change in value.

(cid:127) Trade receivables

Trade receivables are carried at the amount  expected to be received from  the third  party to settle

the obligation. At each reporting date, all  potentially uncollectible accounts are assessed individually for
purposes  of determining the appropriate  allowance for doubtful accounts.  Trade receivables are
recognized initially at their transaction price  and  subsequently measured  at amortized cost using the
effective interest method. Trade receivables are written off when  there is no reasonable expectation of
recovery. See Note 4 for further information  about the  Partnership’s accounting  for trade  receivables.

The simplified approach is applied to trade  and  other  receivables and the Partnership recognizes
lifetime expected credit losses (‘‘ECLs’’) on the trade receivables.  Under the simplified approach, the
loss allowance is always equal to ECLs.

F-16

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

(cid:127) Borrowings

Borrowings are measured at amortized cost, using the  effective interest method. Any difference

between the proceeds (net of transaction costs)  and the  settlement of the borrowings  is recognized in
the statement of profit or loss over the  term of the  borrowings.

(cid:127) Derivative financial instruments

Derivative financial instruments, such  as interest rate  swaps  or  forward foreign exchange  contracts,

are used to economically hedge the Partnership’s exposure to interest  rate or  foreign exchange  rate
risks. Derivative financial instruments are initially recognized at fair  value and are subsequently
remeasured to their fair value at each  reporting date.  The  resulting changes  in fair value are recognized
in profit or loss immediately, unless the  derivative is designated and  effective as  a hedging instrument,
in which case the timing of the recognition in profit or loss depends  on the nature of the hedge
relationship. Derivatives are presented as  assets when their valuation  is favorable  to  the Partnership
and as liabilities when unfavorable to the  Partnership.

Criteria for classifying a derivative instrument in a  hedging relationship include: (1) the hedging

instrument is expected to be highly effective in achieving  offsetting changes in  fair value  or cash  flows
attributable to the hedged risk; (2) the  effectiveness  of the hedge can  be  reliably measured; (3) there is
adequate documentation of the hedging  relationships  at the  inception of the  hedge; and  (4) for cash
flow hedges, the forecasted transaction  that is  the hedged item in the hedging relationship must be
considered highly probable.

The effective portion of changes in the fair value of derivatives that are designated  and qualify as

cash flow hedges is recognized in other comprehensive income. The gain or  loss relating to the
ineffective portion is recognized immediately in  the consolidated  statement  of profit or  loss. Amounts
previously recognized in other comprehensive  income and  accumulated in  equity are reclassified to the
consolidated statement of profit or loss  in the periods when  the hedged item affects  the consolidated
statement of profit or loss. Hedge accounting is  discontinued when  the Partnership terminates the
hedging relationship, when the hedging instrument expires or is  sold,  terminated  or exercised, or  when
it no longer qualifies for hedge accounting.  When a forecast transaction  designated as the hedged item
in a cash flow hedge is no longer expected to occur, the gain  or loss accumulated  in equity is recycled
immediately to the consolidated statement of profit or loss.

Segment information

Each  vessel-owning company owns one LNG  carrier which  is operated under a time charter with

similar operating and economic characteristics. Consequently, the information provided  to  the Chief
Executive Officer (the Partnership’s chief  operating decision maker) to review the  Partnership’s
operating results and allocate resources  is  on a  consolidated basis for  a single reportable  segment.
Furthermore, when the Partnership charters a vessel to a charterer,  the charterer  is free  to  trade the
vessel worldwide and, as a result, the disclosure of geographic information is impracticable.

F-17

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

Share-based compensation

Share-based compensation to executives  and others  providing similar  services is measured at  the
fair value of the equity instruments on  the grant  date. Details regarding the  determination  of  the fair
value of share-based transactions are set out  in Note 20.

The fair value determined at the grant date of the equity-settled share-based  compensation  is
expensed on a straight-line basis over  the vesting  period, based on the  Partnership’s estimate of equity
instruments that will eventually vest, with  a corresponding increase in equity. At  the end of each
reporting period, the Partnership revises its  estimate of  the number  of equity instruments  expected to
vest. The impact of the revision of the  original estimates, if any, is recognized in the  consolidated
statement of profit or loss such that the cumulative expense reflects the revised estimate, with a
corresponding adjustment to the share-based compensation  reserve.

Critical accounting judgments and key sources  of  estimation  uncertainty

The preparation of the consolidated  financial statements in conformity with IFRS requires

management to make estimates and  assumptions that affect the reported  amounts  of assets, liabilities,
revenues and expenses recognized in  the consolidated financial  statements. The  Partnership’s
management evaluates whether estimates  should be made on  an ongoing basis,  utilizing historical
experience, consultation with experts and other methods which management considers reasonable in the
particular circumstances. However, uncertainty about these assumptions and  estimates could result in
outcomes that could require a material adjustment  to  the carrying amount of  the asset or liability in the
future. Critical accounting judgments  are  those that  reflect significant  judgments  of  uncertainties and
potentially result in materially different results under  different  assumptions and conditions.

Critical accounting judgments

In the process of applying the Partnership’s accounting policies, management has made the

following judgments, apart from those  involving  estimations, that had the most significant  effect  on the
amounts recognized in the consolidated  financial statements.

Classification of the Partnership interests: The interests in the Partnership comprise  common  units,

preference units, a general partner interest and incentive  distribution rights.  Under  the terms of the
Partnership Agreement, the Partnership is  required to distribute  100% of available cash (as defined in
the Partnership Agreement) with respect  to each quarter within 45 days  of the end of  the quarter to
the partners. Available cash can be summarized  as cash and cash equivalents less an amount equal  to
cash reserves established by the board  of  directors  to  (i) provide for  the  proper conduct of the business
of the Partnership (including reserves for future capital expenditures and for  anticipated future credit
needs of the Partnership) subsequent to such  quarter,  (ii) comply with applicable law or any loan
agreement, security agreement, mortgage,  debt instrument  or  other agreement or  obligation to which
any Partnership member is a party or by which it is bound or its assets are subject and/or (iii) provide
funds  for certain distributions relating  to  future periods.

In reaching a judgment as to whether the interests in the Partnership should be classified  as

liabilities or equity interests, the Partnership  has considered  the wide discretion of the board of

F-18

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

directors to determine whether any portion of the amount of cash available to the  Partnership
constitutes available cash and that it is possible  that there could be no  available  cash. In the  event that
there is no available cash, as determined by  the board of directors,  the Partnership does not have a
contractual obligation to make a distribution.  Accordingly, management  has concluded that the
Partnership interests do not represent a  contractual obligation on the Partnership to deliver cash and
therefore should be classified as equity  within the financial statements.

Key sources of estimation uncertainty are  as  follows:

Impairment of vessels: The Partnership evaluates the carrying amounts of  each of its vessels to

determine whether there is any indication that those vessels have suffered an impairment loss by
considering both internal and external sources of  information. If  any such indication exists, the
recoverable amount of vessels is estimated  in order to determine the extent of  the impairment loss, if
any. The total carrying amount of the Partnership’s vessels as of December  31, 2020, was  $2,203,899
(December 31, 2019: $2,286,430).

Recoverable amount is the higher of fair value less costs to sell and  value  in use.  The Partnership’s

estimates of recoverable value assume  that the vessels are all in seaworthy condition  without need for
repair and certified in class without notations  of  any  kind. In assessing the fair  value less cost to sell  of
the vessel, the Partnership obtains charter-free market values for its vessels from independent and
internationally recognized ship brokers on a semi-annual  basis, which are also commonly  used  and
accepted by the Partnership’s lenders for  determining  compliance with the relevant  covenants in the
Partnership’s  credit facilities. Vessel values can be highly  volatile, so the charter-free market values may
not be indicative of the future market value of  the Partnership’s vessels, or prices that could be
achieved if it were to sell them. In assessing value in  use, the estimated future cash flows  are
discounted to their present value using  a  discount rate that reflects current market assessments  of  the
time value of money and the risks specific to the asset  for which the estimates of future cash  flows have
not been adjusted. The projection of  cash flows related to vessels is  complex and  requires management
to make various estimates including future charter rates, vessel operating  expenses and the discount
rate.

As of June 30, 2020 and December 31, 2020, the  carrying amounts of each  of  the five steam

turbine propulsion (‘‘Steam’’) vessels  (the Methane Rita Andrea, the Methane Jane Elizabeth, the
Methane Alison Victoria, the Methane Shirley Elisabeth and the Methane Heather Sally) and six TFDE
vessels (the GasLog Sydney, the GasLog Seattle, the Solaris, the GasLog Greece, the GasLog Glasgow
and the Methane Becki Anne) were higher than the charter-free market values estimated by  ship
brokers on both dates, while two additional TFDE  vessels,  the GasLog Geneva and the GasLog
Gibraltar had carrying amounts higher than their estimated charter-free market values  as of
December 31, 2020 only. The Partnership concluded that  this,  together with  certain  other events and
circumstances (as further described in  Note  3),  indicated the existence of  potential impairment of  these
vessels. As a result, the Partnership performed an impairment assessment for these vessels by
comparing their values in use, being  the discounted projected net operating  cash flows for these vessels
to their carrying values as of June 30, 2020 and December 31, 2020.  The assumptions  that  the
Partnership used in its discounted projected net  operating  cash flow analysis included, among others,
utilization, operating revenues, voyage expenses  and  commissions,  dry-docking costs, operating expenses

F-19

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

(including vessel management costs),  residual values and the discount  rate.  The  key  assumptions,  being
those to which the outcome of the impairment assessment  is most sensitive, are the  estimates of  charter
rates for non-contracted revenue days  and the discount rate.

Revenue assumptions were based on  contracted  time charter  rates up to the end of  the current
contract for each vessel, as well as the estimated average time charter rates for the remaining life of
the vessel after the completion of its  current contract. The revenue assumptions  exclude days of
scheduled off-hire based on the fleet’s historical performance and internal  forecasts.  The estimated
daily time charter rates used for non-contracted revenue days after the completion of the current  time
charter are based on a combination of (i) recent charter market  rates, (ii) conditions existing in the
LNG market as of June 30, 2020 and  December 31, 2020, (iii)  historical  average  time charter rates,
based on publications by independent third  party maritime  research services (‘‘maritime research
publications’’), (iv) estimated future time  charter  rates, based  on  maritime research publications that
provide such forecasts and (v) management’s internal assessment of long-term charter  rates  achievable
by each class of vessel.

More specifically, for vessels whose charters expire within  the next twelve months, the estimated
charter rates and utilization for the first  year from the  assessment date  were based on the  approved
annual budget for the respective year,  which was formed based  on the  anticipated market conditions
for that period (including the effect of  the COVID-19 pandemic) and the latest  available maritime
research publications from ship brokers for  short-term (less than  12 months) employment of a vessel
operating in the spot market on less  than one-year time charter  contracts.

For non-contracted periods starting on  the second year for already expired charters or upon the
expiration of the firm charter period of  a  vessel and  up to June 30, 2022, the Partnership used the most
recent market rate for a longer-term  (3-year) time  charter based on  available  data  from maritime
research publications, reflecting management’s view of the  anticipated extent of the market disruption
caused by the COVID-19 pandemic. For non-contracted periods  starting  on July 1, 2022 for  already
expired charters or upon the expiration of the firm charter  period of a  vessel  and up to June  30, 2025,
the Partnership used charter rates based  on a combination of recent charter market rates for  a term
(3-year) time charter rate based on available data from maritime  research  publications, historical
average time charter rates and estimated future time charter rates,  in order to incorporate  the
anticipated effect of the gradual stabilization of the LNG shipping market in  the post-COVID-19 era.
Such rates were lower than prevailing  spot rates on each of the  assessment dates.

For the remaining period from July 1, 2025, through the end  of  each vessel’s useful  life (for
non-contracted periods), the estimated  average  time charter  rates for Steam and TFDE vessels were
based on analysis of future supply and demand  for LNG, analysis  of future LNG shipping supply and
demand balances, internally estimated and  market-derived costs of building and  financing  newbuild
LNG vessels, the technical characteristics  of each  vessel  and an  assessment of the appropriate discount
for Steam and TFDE vessels’ charter rates compared  to  modern newbuild LNG  carriers,  which is
driven largely by unit freight cost differentials and utilization of such vessels.

Recognizing that the LNG industry is cyclical  and subject  to significant volatility  based on  factors
beyond the Partnership’s control, management believes  that the use of  the revenue  estimates discussed
above to be reasonable as of the reporting date. The  Partnership has assumed  no inflation  or any  other

F-20

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

revenue escalation or growth factors  in determining forecasted time charter rates  beyond the contracted
charter period through the end of a vessel’s useful life,  consistent with long-run historical evidence.

The Partnership used an annual operating expenses escalation factor  equal  to  1% based on its

historical data and experience, as well  as  its expectations  of future  inflation and operating and
dry-docking costs.  Estimates for the remaining useful  lives of the  current fleet and residual  and scrap
values are the same as those used for  the Partnership’s depreciation policy. All estimates used and
assumptions made  were in accordance  with the Partnership’s internal budgets  and historical experience
of the shipping industry.

In the Partnership’s impairment assessment,  the rate  used  to  discount future estimated cash flows
to their present values was 6.1% to 6.4% as  of December  31, 2020 (7.0%  to  7.25% as of December 31,
2019). This was based on an estimated  weighted average cost of capital  calculated using cost of equity
and cost of debt components, adjusted also for vessel-specific risks and  uncertainties.

The values in use for four out of the five Steam vessels calculated as per above were lower than
the respective carrying amounts of those  vessels  and,  consequently,  an impairment loss of $23,923  was
recognized in the year ended December 31,  2020 (Note 3). The values  in use for the remaining Steam
vessel and each of the TFDE vessels with  indicators of impairment  were greater than their respective
carrying  amounts, and therefore no impairment loss was recognized  for these  vessels.

In connection with the impairment testing of our vessels as  of December  31, 2020, we performed a

sensitivity analysis on the most difficult,  subjective, or  complex assumptions that have the potential to
affect the outcome of the impairment  assessment, which  are the projected charter hire rate used to
forecast future cash flows for non-contracted revenue  days and the discount  rate used, in particular for
the Steam vessels (Note 3). It is reasonably possible that changes to these assumptions within  the next
financial year could require a material  adjustment of  the carrying amount of the  Partnership’s Steam
vessels.

Adoption of new and revised IFRS

(a) Standards and interpretations adopted  in the current period

The following standards and amendments relevant to the Partnership  were effective in  the current

year:

In October 2018, the IASB issued amendments  to  IFRS 3 Business Combinations with respect to
the definition of a  business. The amendments  were intended to assist  entities to determine whether a
transaction should be accounted for as  a  business combination  or as  an  asset acquisition. The
amendments clarify the minimum requirements for  a business, remove the assessment  of whether
market participants are capable of replacing any missing elements,  add  guidance to help entities assess
whether an acquired process is substantive, narrow  the definitions of a business and of outputs  and
introduce an optional fair value concentration  test. The amendments are effective  for annual periods
beginning on or after January 1, 2020.  The implementation of this standard did  not  have an impact on
the Partnership’s financial statements, since the acquisitions of vessel-owning  entities from GasLog
continued to be assessed as business  acquisitions under the revised definition.

F-21

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

2. Significant Accounting Policies (Continued)

All other IFRS standards and amendments  that became effective in the current  year are not
relevant to the Partnership or are not  material with respect to the Partnership’s financial statements.

(b) Standards and amendments in issue not  yet adopted

At the date of authorization of these consolidated financial statements, the following  standard

relevant to the Partnership was in issue but not  yet effective:

In January 2020, the IASB issued a narrow-scope  amendment  to  IAS  1 Presentation of Financial
Statements, to clarify that liabilities are classified as either  current or non-current, depending  on the
rights that exist at the end of the reporting period. Classification is  unaffected  by  the expectations of
the entity or events after the reporting date (for example, the receipt  of  a waiver or a breach of
covenant). The amendment also defines the ‘‘settlement’’  of a liability as the  extinguishment of a
liability with cash, other economic resources or an  entity’s own equity  instruments. The amendment will
be effective for annual periods beginning on or after  January 1, 2022  and  should be applied
retrospectively in accordance with IAS 8 Accounting Policies, Changes in Accounting  Estimates and
Errors. Earlier application is permitted. Management anticipates  that  this amendment will not have  a
material impact on the Partnership’s  financial statements.

The impact of all other IFRS standards and  amendments issued but not yet adopted is  not

expected to be material with respect  to  the Partnership’s  financial statements.

F-22

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

3. Tangible fixed assets

The movements in tangible fixed assets are reported in  the following table:

Cost

As  of January 1, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Return of capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fully amortized dry-docking component . . . . . . . . . . . . . . . . . . . . . . .

Vessels

2,859,265
12,759
(8,007)
(4,845)

Other
tangible
assets

Total
tangible
fixed assets

— 2,859,265
12,759
—
(8,007)
—
(4,845)
—

As  of December 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,859,172

— 2,859,172

Additions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fully amortized dry-docking component . . . . . . . . . . . . . . . . . . . . . . .

23,899
(9,242)

As  of December 31, 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,873,829

Accumulated depreciation
As  of January 1, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairment loss on vessels . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fully amortized dry-docking component . . . . . . . . . . . . . . . . . . . . . . .

349,982
88,757
138,848
(4,845)

As  of December 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

572,742

Depreciation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairment loss on vessels . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fully amortized dry-docking component . . . . . . . . . . . . . . . . . . . . . . .

82,507
23,923
(9,242)

As  of December 31, 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

669,930

2,719
—

2,719

26,618
(9,242)

2,876,548

—
—
—
—

—

—
—
—

—

349,982
88,757
138,848
(4,845)

572,742

82,507
23,923
(9,242)

669,930

Net book value
As  of December 31, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,286,430

— 2,286,430

As  of December 31, 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2,203,899

2,719

2,206,618

All vessels have been pledged as collateral under the  terms of the Partnership’s bank loan

agreements (Note 6).

In April and May  2017, GasLog LNG Services  entered into agreements  in relation  to  investments

in certain of the Partnership’s and GasLog’s  vessels,  with the aim of enhancing their operational
performance. On March 7, 2019, GasLog  LNG  Services and one of  its suppliers signed an interim
agreement regarding the reimbursement  of amounts  already  paid  by the Partnership in respect  of the
aforementioned enhancements, which were not timely delivered or  in the correct  contractual  condition.
In accordance with the terms of this  agreement,  $7,465 was reimbursed  to  the Partnership, with realized
foreign exchange losses of $542 recognized  in profit or loss  in the year ended  December 31,  2019.

On April 1, 2019, the Partnership acquired from GasLog 100% of the ownership interests in
GAS-twelve Ltd., the entity which owns the GasLog Glasgow, for an aggregate purchase price of
$214,000. As consideration for this acquisition, the Partnership paid GasLog $93,646 representing the
difference between the $214,000 aggregate  purchase  price and  the  $134,107 of outstanding  indebtedness

F-23

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

3. Tangible fixed assets (Continued)

of the acquired entity assumed by the  Partnership plus an adjustment of $13,753  in order to maintain
the agreed working capital position in  the acquired entity of $1,000 at the time of acquisition.

Following the acquisition of (i) the Methane Rita Andrea and the Methane Jane Elizabeth, (ii) the

Methane Alison Victoria, the Methane Shirley Elisabeth and the Methane Heather Sally and (iii) the
Methane Becki Anne, the Partnership, through its subsidiaries  (i) GAS-sixteen Ltd. and
GAS-seventeen Ltd., (ii) GAS-nineteen Ltd., GAS-twenty Ltd., GAS-twenty one Ltd., and
(iii)  GAS-twenty seven Ltd., respectively, was counter guarantor for  the acquisition from BG  Group plc
of depot spares purchased with respect to the aforementioned vessels. In  June  2020, the Partnership
acquired from GasLog the relevant spares at a cost of $2,719.

As of June 30, 2020 and December 31, 2020, a number of negative indicators, such as the
downward pressure on economic activity  and energy demand, as well as the significant  uncertainty
regarding future LNG demand and, therefore,  LNG  shipping  requirements pursuant to the  COVID-19
pandemic, combined with our reduced expectations for the  estimated  rates  at which employment  for
the Partnership’s vessels could be secured over the near-term  in the spot  market,  prompted  the
Partnership to perform an impairment assessment  of  its  vessels in accordance  with the Partnership’s
accounting policy. The recoverable amounts (values in use)  for  four Steam vessels owned  by  the
Partnership (in the table below) calculated as  per  above were  lower than the respective  carrying
amounts of these vessels and, consequently, an aggregate  impairment loss  of  $23,923 was recognized in
profit or loss in the year ended December  31, 2020.

Vessel

Methane Rita Andrea . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Methane Alison Victoria . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Methane Shirley Elisabeth . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Methane Heather Sally . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

As of and for the
year ended
December 31, 2020

Impairment
loss
on vessels

(4,933)
(2,359)
(12,412)
(4,219)

Recoverable
amount

91,162
96,385
92,688
103,274

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(23,923)

383,509

As of December 31, 2020, the most sensitive and/or subjective  assumptions that have the  potential

to affect the outcome of the impairment  assessment for the Steam vessels are  the projected  charter hire
rate used to forecast future cash flows  for non-contracted revenue days  (the  ‘‘re-chartering rate’’)  and
the discount rate used. The average re-chartering rate over the remaining useful life of the  vessels used
in our impairment exercise for the Steam vessels was $40 per day.  Increasing/decreasing the  average
re-chartering  rate  used  by  $5  per  day  would  result  in  an  impairment  reversal  of  $90,403/  impairment
loss of $94,337, respectively. The discount rate used for the Steam  vessels was  6.4% as of December 31,
2020.  Increasing/decreasing  the  discount  rate  by  0.5%  would  have  resulted  in  an  impairment  loss  of
$21,758/ impairment reversal of $11,417,  respectively.

F-24

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

4. Trade and Other Receivables

Trade and other receivables consisted  of the following:

As of
December 31,

2019

2020

Due from charterers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
VAT receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Insurance claims . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,767
26
1,646
1,099
2,609

5,070
48
4,010
3,584
3,553

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,147

16,265

Accrued income represents net revenues  receivable from  charterers, which have  not  yet been

invoiced; all other amounts not yet invoiced are included under Other receivables.

5. Owners’ Capital/Partners’ Equity

As of January 1, 2018, the capital of  each of the subsidiaries consisted of 12,000 authorized
common  shares  with  a  par  value  of  $1  per  share,  all  of  which  had  been  issued  and  were  outstanding,
resulting in a total share capital of $36. Each share was entitled to one  vote.

Capital contributions represent capital contributed by the owner of each  subsidiary in excess of par

value to fund working capital and shipyard  installments  and capital contributed through contributed
services.

The reconciliation of owners’ capital  is  as follows:

Share
capital

Contributed
surplus

Retained
earnings

Total
Owners’
capital

Balance as of January 1, 2018 . . . . . . . . . . . . . . . . . . . . . . . .

36

165,537

50,582

216,155

Profit and total comprehensive income  attributable to

GasLog’s operations (Note 19) . . . . . . . . . . . . . . . . . . . . .
Net contribution to the Partnership . . . . . . . . . . . . . . . . . . . .

—
(24)

— 25,449
(43,497)

(124,949)

25,449
(168,470)

Balance as of December 31, 2018 . . . . . . . . . . . . . . . . . . . . .

IFRS 16 adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Balance as of January 1, 2019 . . . . . . . . . . . . . . . . . . . . . . . .

Profit and total comprehensive income  attributable  to

GasLog’s operations (Note 19) . . . . . . . . . . . . . . . . . . . . .
Net contribution to the Partnership . . . . . . . . . . . . . . . . . . . .

Balance as of December 31, 2019 and  2020 . . . . . . . . . . . . . .

12

—

12

—
(12)

—

40,588

32,534

73,134

—

15

15

40,588

32,549

73,149

—
(40,588)

2,650
(35,199)

2,650
(75,799)

—

—

—

F-25

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

5. Owners’ Capital/Partners’ Equity (Continued)

On January 17, 2018, GasLog Partners completed a public offering of 4,600,000  8.200% Series  B
Cumulative Redeemable Perpetual Fixed to Floating  Rate  Preference Units  (the  ‘‘Series B Preference
Units’’), including 600,000 units issued  upon the  exercise in full by the  underwriters of their option to
purchase additional Series B Preference Units,  liquidation preference $25.00 per unit, at a price to the
public of $25.00 per preference unit.  The  net proceeds  from  the offering, after deducting  underwriting
discounts, commissions and other offering expenses, were $111,194.  The Series B  Preference Units  are
listed on the New York Stock Exchange  under the symbol ‘‘GLOP PR B’’.

On April 3, 2018, GasLog Partners issued 33,998 common units  in connection with the  vesting of
16,999 Restricted Common Units (‘‘RCUs’’) and 16,999 Performance Common Units (‘‘PCUs’’) under
its  2015  Long-Term Incentive Plan (the  ‘‘2015 Plan’’)  at a  price of $23.55  per  unit. Subsequently, on
April 26, 2018, in connection with the acquisition of GAS-fourteen  Ltd.,  the entity that owns  and
charters  the GasLog Gibraltar, GasLog Partners issued 1,858,975 common units  to  GasLog at a price of
$24.21 per unit. In connection with these common  equity issuances  and in order for  GasLog  to  retain
its  2.0% general partner interest, GasLog  Partners also issued  38,632 general partner units to GasLog,
for net proceeds of $935.

On November 15, 2018, GasLog Partners completed a public offering  of 4,000,000 8.500%  Series C

Cumulative Redeemable Perpetual Fixed to Floating  Rate  Preference Units  (the  ‘‘Series C Preference
Units’’, and together with the Series  A  Preference Units  and Series B Preference Units,  the
‘‘Preference Units’’), liquidation preference  $25.00 per unit, at a price to the public of $25.00 per
preference unit. The net proceeds from  the offering, after deducting underwriting  discounts,
commissions and other offering expenses,  were  $96,307. The Series C Preference  Units are  listed on
the New York Stock Exchange under  the  symbol ‘‘GLOP PR C’’.

Under the Partnership’s ‘‘at-the-market’’ common equity offering programme (‘‘ATM Programme’’)

established in 2017, in the year ended December 31, 2018, GasLog  Partners issued  and received
payment for 2,553,899 common units at a weighted average price of $23.72  per  common unit for total
net proceeds, after deducting fees and other expenses,  of $60,013. In connection  with the issuance of
common units under the ATM Programme during this  year,  the Partnership also issued 52,121  general
partner units to its general partner in order for GasLog to retain its  2.0% general partner interest.  The
net proceeds from the issuance of the  general  partner  units were $1,236.

On January 29, 2019, the board of directors of GasLog Partners authorized a unit  repurchase
programme of up to $25,000 covering  the period January  31,  2019 to December 31, 2021. Under  the
terms of the repurchase programme,  GasLog Partners may repurchase common  units from time to
time, at its discretion, on the open market  or in privately negotiated transactions. During the year
ended December 31, 2019, GasLog Partners repurchased and cancelled  1,171,572 common  units at  a
weighted average price of $19.52 per  common unit,  for a  total cost  of  $22,890 including  commissions.

On February 26, 2019, the Partnership entered into a Third Amended and Restated  Equity

Distribution Agreement to further increase the size  of  the ATM Programme from $144,040  to  $250,000.
As of December 31, 2019, the unutilized  portion of the  ATM Programme was $126,556.

F-26

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

5. Owners’ Capital/Partners’ Equity (Continued)

On April 1, 2019, GasLog Partners issued 49,850 common units  in connection with the  vesting of
24,925 Restricted Common Units (‘‘RCUs’’) and 24,925 Performance Common Units (‘‘PCUs’’) under
its  2015  Long-Term Incentive Plan (the  ‘‘2015 Plan’’).

On June 24, 2019, the Partnership Agreement was amended  to  eliminate the IDRs, effective  as of

June 30, 2019, in exchange for the issuance  by the Partnership to GasLog of 2,532,911  common units
and 2,490,000 Class B units (of which 415,000 are  Class  B-1 units, 415,000  are Class B-2 units,  415,000
are Class  B-3 units, 415,000 are Class  B-4 units, 415,000 are Class  B-5 units and 415,000  are Class B-6
units), issued on June 30, 2019.

With respect to the aforementioned transactions during  the year, the Partnership  also issued 93,804

general partner units to its general partner in order for GasLog to retain its 2.0% general partner
interest. The net proceeds from the issuance of  the general  partner units were $1,996.

On February 5, 2020, the board of directors  of  GasLog Partners  authorized  a renewal of the  unit
repurchase programme taking the total authority  outstanding under  the programme  to  $25,000, to be
utilized from February 10, 2020 to December 31, 2021. During the year ended December 31, 2020,
GasLog Partners repurchased and cancelled a total of 191,490  units at a weighted average price of
$5.18 per common unit for a total amount of $996, including commissions.

On April 3, 2020, GasLog Partners issued 46,843 common units  in connection with the  vesting of

25,551 RCUs and 21,292 PCUs under its 2015  Long-Term Incentive  Plan (the ‘‘2015  Plan’’). On
June 30, 2020, GasLog Partners issued an additional  21,589  common units  in connection with the
vesting of 11,776 RCUs and 9,813 PCUs under  its 2015  Plan.

On July 1, 2020, GasLog Partners issued 415,000 common units in  connection with  GasLog’s

option to convert the first tranche of  its Class B units issued upon  the elimination  of IDRs in  June
2019. Finally, on September 25, 2020, GasLog Partners issued  365,700 common units in connection with
the vesting of 182,850 RCUs and 182,850  PCUs  under its 2015 Plan.

As of December 31, 2020, the Partnership’s  capital consisted  of  47,517,824 outstanding common
units, 1,021,336 outstanding general partner units, 2,075,000 Class  B units and 14,350,000 Preference
Units.

F-27

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

5. Owners’ Capital/Partners’ Equity (Continued)

Cash distributions

The  Partnership’s  cash  distributions  for  the  years  ended  December  31,  2018,  2019  and  2020  are

presented in the following table:

Declaration  date

January  30, 2018 . . . . . . . . . . .
February 8, 2018 . . . . . . . . . . .
April 26, 2018 . . . . . . . . . . . . .
May  11, 2018 . . . . . . . . . . . . .
July  25, 2018 . . . . . . . . . . . . . .
July  25, 2018 . . . . . . . . . . . . . .
October 24, 2018 . . . . . . . . . . .
November 15, 2018 . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . .

Type of
units

Distribution
per unit

Payment
date

Amount
paid

Common
Preference (Series A, B)
Common
Preference (Series A, B)
Common
Preference (Series A, B)
Common
Preference (Series A, B)

$
$
$
$
$
$
$
$

0.5235
0.5390625, $0.33028
0.53
0.5390625, $0.5125
0.53
0.5390625, $0.5125

February 14, 2018
March 15, 2018
May 11,  2018
June 15, 2018
August  10, 2018
September  17, 2018
0.53 November 9, 2018
0.5390625, $0.5125 December 17, 2018

Common

January  29, 2019 . . . . . . . . . . .
February 22, 2019 . . . . . . . . . . . Preference (Series A, B, C)
April 24, 2019 . . . . . . . . . . . . .
May  10, 2019 . . . . . . . . . . . . . Preference (Series A, B, C)
July  24, 2019 . . . . . . . . . . . . . .
July  24, 2019 . . . . . . . . . . . . . . Preference (Series A, B, C)
October 29, 2019 . . . . . . . . . . .
November 14, 2019 . . . . . . . . . . Preference (Series A, B, C)

Common

Common

Common

Total . . . . . . . . . . . . . . . . . . .

Common

February 5, 2020 . . . . . . . . . . .
February 5, 2020 . . . . . . . . . . . Preference (Series A, B, C)
May  6, 2020 . . . . . . . . . . . . . .
May  14, 2020 . . . . . . . . . . . . . Preference (Series A, B, C)
August  4, 2020 . . . . . . . . . . . .
August  4, 2020 . . . . . . . . . . . . Preference (Series A, B, C)
November 9, 2020 . . . . . . . . . .
November 9, 2020 . . . . . . . . . . Preference (Series A, B, C)

Common

Common

Common

February 13, 2019
$
0.55
March 15,  2019
$ 0.5390625,  $0.5125, $0.7083
May  10, 2019
$
0.55
June  17, 2019
$0.5390625,  $0.5125, $0.53125
August 9,  2019
0.55
$
September 16,  2019
$0.5390625,  $0.5125, $0.53125
$
0.55 November 13, 2019
$0.5390625,  $0.5125, $0.53125 December 16, 2019

February 21, 2020
0.561
$
March  16, 2020
$0.5390625, $0.5125,  $0.53125
May 21,  2020
$
0.125
June 15,  2020
$0.5390625, $0.5125,  $0.53125
August  20, 2020
$
0.125
September  15, 2020
$0.5390625, $0.5125,  $0.53125
$
0.01 November 25, 2020
$0.5390625, $0.5125,  $0.53125 December 15,  2020

Total . . . . . . . . . . . . . . . . . . .

Voting Rights

22,845
4,619
24,272
5,457
24,272
5,457
25,716
5,456

$118,094

26,929
8,290
26,911
7,582
26,640
7,582
26,437
7,582

$137,953

26,754
7,582
5,967
7,582
6,022
7,582
485
7,582

$ 69,556

The following is a summary of the unitholder vote required for the approval  of the matters
specified below. Matters that require the  approval of a  ‘‘unit majority’’ require the approval of  a
majority of the outstanding common  units  voting as  a single class.

In voting their common units the general partner and its  affiliates  will have no  fiduciary duty or
obligation whatsoever to the Partnership or the limited partners, including any duty to act in  good faith
or in the best interests of the Partnership  or the limited partners.

Each  outstanding common unit is entitled to one vote on  matters subject  to  a vote of common
unitholders. However, to preserve the Partnership’s ability to claim an exemption  from U.S.  federal
income tax under Section 883 of the  Code, if at any  time any person  or  group owns  beneficially more
than 4.9% of any class or series of units  then outstanding,  any  units  beneficially owned by that person

F-28

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

5. Owners’ Capital/Partners’ Equity (Continued)

or group in excess of 4.9% may not be  voted on any matter and will not be considered to be
outstanding when sending notices of  a meeting of limited partners, calculating required  votes (except
for purposes of nominating a person for election  to  the board of directors), determining  the presence
of a quorum or for other similar purposes under the Partnership Agreement, unless  otherwise required
by law. Effectively, this means that the  voting rights of  any  such unitholders in excess of  4.9% will be
redistributed pro rata among the other common  unitholders holding less  than 4.9%  of the voting  power
of all classes of units entitled to vote. The  general partner, its affiliates and persons who acquired
common units with the prior approval of the  board of  directors will not be subject  to  this  4.9%
limitation except with respect to voting  their common units in  the election of the  elected  directors. This
loss of voting rights does not apply to the  preference units.

The Partnership holds a meeting of the limited partners every year to elect one or more  members

of the board of directors and to vote on any other  matters that  are  properly  brought before the
meeting.  The general partner retains  the  right  to  appoint four of the directors.

Preference unitholders generally have no  voting rights. However,  the consent of at least two thirds
of the outstanding preference units, voting as a single class, is  required prior  to  any amendment  to  the
Partnership Agreement that would have a  material adverse  effect on the existing  terms of the
preference units, the issuance of securities that  rank  pari passu to the preference units if distributions
are in arrears, or the issuance of securities  that rank senior to the preference units. In addition,
preference unitholders become entitled  to  elect one director  to  the Partnership’s board  of  directors if
and whenever distributions payable are in  arrears for six  or more quarterly  periods, whether  or not
consecutive. In such a case, the general partner will also be entitled to appoint  one additional director
to the board of directors.

General Partner Interest

The Partnership Agreement provides that  the general partner initially will be entitled to 2.0%  of
all distributions that the Partnership  makes prior  to  its  liquidation. The general partner has the  right,
but not the obligation, to contribute  a proportionate amount of capital to the Partnership  to  maintain
its  2.0% general partner interest if the  Partnership issues additional units. The general partner’s 2.0%
interest, and the percentage of the Partnership’s cash  distributions to which  it is entitled, will be
proportionately reduced if the Partnership issues additional units in the  future and the general partner
does not contribute a proportionate amount of capital  to  the Partnership  in order to maintain its 2.0%
general partner interest. The general partner will be entitled to make  a capital contribution  in order to
maintain its 2.0% general partner interest  in the form of the contribution  to  the Partnership of
common units based on the current market value of  the contributed common units.

Incentive Distribution Rights

IDRs represented the right to receive an  increasing  percentage  of  quarterly distributions  of
available cash from operating surplus  after the  payment of  preference  unit distributions and after the
minimum quarterly distribution and the target distribution levels had been achieved. Since completion
of the IPO, GasLog had held 100% of  the IDRs.

F-29

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

5. Owners’ Capital/Partners’ Equity (Continued)

On November 27, 2018, the Partnership Agreement  was  amended to allow  for the  substitution of
the then existing IDRs (the ‘‘Old IDRs’’)  with a new class of IDRs (the  ‘‘New IDRs’’,  together  with the
Old IDRs, the ‘‘IDRs’’) with revised rights to distributions. Pursuant to this amendment, the 48.0%  tier
of distributions to the New IDRs holders  was removed, while  the definition of available cash from
operating surplus for distribution to the  New IDRs  holders was revised to exclude any available cash
from operating surplus generated from third-party (i.e., non-GasLog) acquisitions, as  defined in the
agreement. In exchange for the waiving  of  the aforementioned  rights,  the  Partnership  paid $25,000 to
GasLog, the holder of the IDRs, sourced from available  cash.

The following table illustrates the percentage allocation of the additional  available cash  from

operating surplus after the payment of preference  unit distributions,  in respect to such  rights, until
November 27, 2018:

Old  IDRs

Marginal Percentage Interest in Distributions

Total Quarterly
Distribution
Target Amount

Unitholders

General Holders  of
Partner

IDRs

Minimum Quarterly Distribution . . . . . . . . .
First  Target Distribution . . . . . . . . . . . . . . .
Second Target Distribution . . . . . . . . . . . . .
Third Target Distribution . . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . .

$0.375
$0.375 up to $0.43125
$0.43125 up to $0.46875
$0.46875 up to $0.5625
Above $0.5625

98.0%
98.0%
85.0%
75.0%
50.0%

2.0%
2.0%
2.0%
2.0%
2.0%

0%
0%
13.0%
23.0%
48.0%

Effective November 27, 2018 (and until the IDR  elimination, described above),  the percentage
allocation of the additional available cash  from  operating surplus after the payment  of preference unit
distributions and excluding available  cash from operating surplus derived from non-GasLog
acquisitions, was amended, in respect to such rights, as follows:

New IDRs

Marginal Percentage Interest in Distributions

Total Quarterly
Distribution
Target Amount

Unitholders

General Holders  of
Partner

IDRs

Minimum Quarterly Distribution . . . . . . . . .
First  Target Distribution . . . . . . . . . . . . . . .
Second Target Distribution . . . . . . . . . . . . .
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . .

$0.375
$0.375 up to $0.43125
$0.43125 up to $0.46875
Above $0.46875

98.0%
98.0%
85.0%
75.0%

2.0%
2.0%
2.0%
2.0%

0%
0%
13.0%
23.0%

Following the IDR elimination, 98%  of the available  cash is distributed to the  common unitholders

and 2% is distributed to the general partner. The updated  earnings allocation applies to the
Partnership’s  earnings for the three months  ended June  30,  2019 and onwards (Note  19).

Class B units

The Class B units have all of the rights and obligations attached to the common  units, except for
voting rights and participation in distributions until such time as GasLog exercises its right to convert
the Class B units to common units. After the  conversion of the first  tranche of 415,000  Class  B units to
common units on July 1, 2020, the remaining 2,075,000  Class B units will  become eligible  for

F-30

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

5. Owners’ Capital/Partners’ Equity (Continued)

conversion on a one-for-one basis into common  units at  GasLog’s  option  on July 1, 2021,  July 1, 2022,
July 1, 2023, July 1, 2024 and July 1, 2025  for  the Class B-2  units,  Class  B-3 units, Class B-4  units,
Class B-5 units and Class B-6 units, respectively.

Preference Units

From and including the original issue  date to, but excluding, June 15, 2027, distributions on the
Series A Preference Units will accrue  at  8.625% per annum  per  $25.00 of liquidation preference per
unit. From and including June 15, 2027, the  distribution rate will be a floating rate equal to the  three-
month USD London Interbank Offered Rate (‘‘LIBOR’’)* plus a spread of 6.31% per annum per
$25.00 of liquidation preference per unit  of  Series A Preference Units.

From and including the original issue  date to, but excluding, March  15, 2023, distributions on  the

Series B Preference Units will accrue  at 8.200%  per  annum per $25.00 of  liquidation  preference  per
unit. From and including March 15, 2023, the distribution rate will be a  floating rate  equal to three-
month LIBOR* plus a spread of 5.839% per annum per $25.00  of  liquidation preference per unit  of
Series B Preference Units.

From and including the original issue  date to, but excluding, March  15, 2024, the  distribution rate

for the Series C Preference Units will accrue at  8.500% per annum per $25.00  of  liquidation  preference
per  unit. From and including March 15, 2024, the  distribution rate will be  a floating rate equal to the
three-month LIBOR* plus a spread of  5.317% per annum  per $25.00 of liquidation preference per unit
of Series C Preference Units.

The Preference Units issued are not  convertible into common units and  have  been accounted for

as equity instruments based on certain characteristics such as the  absolute  discretion held by our board
of directors over distributions, which can be deferred  and accumulated, as  well as the  redemption  rights
held only by the Partnership. The Series  A, Series  B and Series C Preference Units  have preference
upon liquidation and the holders would receive $25.00  per  unit plus  any  accumulated and unpaid
distributions.

*

Upon discontinuance of the LIBOR base rate, the appointed  calculation agent will use a substitute or successor base rate
that it has determined in its discretion, after consultation with the Partnership, and which is most comparable to the
LIBOR base rate.

F-31

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

6. Borrowings

Borrowings as of December 31, 2019  and  2020 consisted of  the following:

As of December 31,

2019

2020

Amounts due within one year
. . . . . . . . . . . . . . . . . . . . . . .
Less: unamortized deferred loan issuance costs . . . . . . . . . . .

115,572
(5,750)

109,673
(4,765)

Borrowings—current portion . . . . . . . . . . . . . . . . . . . . . . . .

109,822

104,908

Amounts due after one year . . . . . . . . . . . . . . . . . . . . . . . . .
Less: unamortized deferred loan issuance costs . . . . . . . . . . .

1,250,059
(13,857)

1,195,241
(14,606)

Borrowings—non-current portion . . . . . . . . . . . . . . . . . . . . .

1,236,202

1,180,635

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,346,024

1,285,543

Terminated Facilities:

(a) Citibank N.A., London Branch, Nordea Bank Finland PLC London Branch,  DVB  Bank

America N.V., ABN Amro Bank N.V.,  Skandinaviska Enskilda  Banken  AB and  BNP Paribas facility

On November 12, 2014, GAS-three Ltd., GAS-four Ltd., GAS-five Ltd., GAS-sixteen Ltd.,
GAS-seventeen Ltd, GasLog Partners  LP  and  GasLog Partners Holdings LLC entered  into  a loan
agreement with Citibank N.A., London  Branch, acting as security agent and  trustee for and  on behalf
of the other finance parties mentioned above, for a credit facility for up  to $450,000 (the  ‘‘Terminated
Partnership Facility’’) for the purpose  of  refinancing in  full the existing debt  facilities.  The  agreement
provided for a single tranche that was drawn on  November 18, 2014. The credit facility bore  interest at
LIBOR plus a margin. On March 6,  2019, the Partnership prepaid an amount of $354,375 for  the
aggregate outstanding debt of GAS-three Ltd.,  GAS-four Ltd., GAS-five Ltd., GAS-sixteen  Ltd. and
GAS-seventeen Ltd., which would have been due in November  2019. On  March 7, 2019,  the facility was
terminated and the respective unamortized loan fees of $988 were  written-off to profit  or loss.

(b) Five Vessel Refinancing

On February 18, 2016, subsidiaries of the  Partnership and  GasLog entered into credit  agreements
(the ‘‘Five Vessel Refinancing’’) to refinance the debt maturities that were scheduled to become due in
2016 and 2017. The Five Vessel Refinancing was comprised  of a five-year senior tranche facility of up
to $396,500 and a two-year bullet junior  tranche of up  to  $180,000. The vessels covered by the Five
Vessel Refinancing were the Partnership-owned Methane Alison Victoria, Methane Shirley Elisabeth,
Methane Heather Sally and Methane Becki Anne and the GasLog-owned Methane Lydon Volney. ABN
AMRO Bank N.V. and DNB (UK) Ltd.  were mandated lead arrangers to the  transaction. The other
banks in the syndicate were: DVB Bank  America N.V.,  Commonwealth Bank of Australia, ING
Bank N.V., London Branch, Credit Agricole Corporate and Investment Bank  and National Australia
Bank Limited. Following the acquisition of  the Methane Becki Anne on November 14, 2018, the
Partnership assumed $93,896 of outstanding  indebtedness of the  acquired entity.

On April 5, 2016, $323,162 and $149,792  under the  senior and  junior tranche,  respectively, of the

Five Vessel Refinancing were drawn to refinance $535,500  of  the outstanding  debt  of

F-32

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

6. Borrowings (Continued)

GAS-nineteen Ltd., GAS-twenty Ltd.,  GAS-twenty one  Ltd  and GAS-twenty seven Ltd. The balance
outstanding for the entities owned by the  Partnership as of December 31, 2019 was  $240,422 under  the
senior tranche. Amounts drawn bore  interest at LIBOR  plus a margin. The balance under  the junior
tranche was prepaid by the Partnership on  April 5, 2017 and January 5,  2018, in amounts of $120,042
and $29,750, respectively, with the junior  tranche  subsequently cancelled.  The senior tranche was
terminated on July 16, 2020, with the  subsequent prepayment  of the remaining outstanding amount of
$221,553, and the respective unamortized  loan fees of $977 were written-off to profit or  loss.

(c) Citigroup Global Market Limited,  Credit Suisse AG, Nordea Bank  AB,  Skandinaviska Enskilda

Banken AB (publ), HSBC Bank Plc,  ING Bank  N.V., London Branch, Danmarks Skibskredit  A/S,
Korea Development Bank and DVB Bank America N.V. facility

On July 19, 2016, GasLog entered into a credit agreement to refinance the  existing indebtedness

on eight of its on-the-water vessels of  up to $1,050,000 (the ‘‘Legacy Facility Refinancing’’) with a
number of international banks, extending the  maturities of six existing credit facilities to 2021. The
vessels covered by the Legacy Facility  Refinancing were the GasLog Savannah, the GasLog Singapore,
the GasLog Skagen, the GasLog Seattle, the Solaris, the GasLog Saratoga, the GasLog Salem and the
GasLog Chelsea. Citigroup Global Market Limited, Credit Suisse AG and  Nordea Bank AB were
mandated lead arrangers to the transaction. The other  banks in  the syndicate were: Skandinaviska
Enskilda Banken AB (publ), HSBC Bank Plc,  ING Bank  N.V., London  Branch, Danmarks Skibskredit
A/S, Korea Development Bank and DVB  Bank America N.V. Nordea Bank AB, London  Branch  was
the agent and security agent for the  transaction.  The  Legacy Facility Refinancing was comprised of a
five-year  term loan facility of up to $950,000 and a revolving credit  facility  of  up to $100,000.

Following the acquisitions of GAS-seven  Ltd. and GAS-eight  Ltd., the Partnership  assumed

$122,292 and $124,141 of indebtedness  drawn on July  25, 2016 under  the term loan  facility  to  refinance
the existing indebtedness of $124,000  and  $127,080 for GAS-seven Ltd. and GAS-eight Ltd.,
respectively. Amounts drawn bore interest at LIBOR  plus a margin. On November 13, 2018, $25,940
was drawn under the revolving credit  facility, which  was  repaid on December 12, 2018. The balance
outstanding for the entities owned by the  Partnership  as of December 31, 2019 was  $201,037. On
March 13, 2020, $25,940 was drawn under  the revolving credit facility. Finally,  the facility  was
terminated on July 16, 2020, with the  subsequent prepayment  of the remaining outstanding amount of
$211,846, and the respective unamortized  loan  fees  of $941 were written-off to profit or  loss.

Existing Facilities:

(a) GAS-eleven Ltd., GAS-twelve Ltd., GAS-thirteen Ltd.  and  GAS-fourteen facility

Following the acquisitions of GAS-eleven Ltd. on May 3, 2017,  GAS-thirteen  Ltd. on July 3,  2017,

GAS-fourteen Ltd. on April 26, 2018 and  GAS-twelve Ltd. on April  1, 2019, the  Partnership assumed
$151,423, $155,005, $143,622 and $134,107 of  outstanding indebtedness of the acquired entities,
respectively, under a debt financing agreement dated October 16,  2015 with 14 international banks,
with Citibank N.A. London Branch and Nordea Bank AB,  London Branch  acting  as agents on behalf
of the other finance parties. The financing is backed by the Export  Import Bank of Korea (‘‘KEXIM’’)

F-33

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

6. Borrowings (Continued)

and the Korea Trade Insurance Corporation (‘‘K-Sure’’), who are either directly lending  or providing
cover for over 60% of the facility (the ‘‘Assumed October 2015 Facility’’).

The loan agreements with GAS-eleven  Ltd. and GAS-twelve  Ltd., with  respect to the GasLog
Greece and the GasLog Glasgow, respectively, provided for four tranches of $51,257,  $25,615, $24,991
and $61,104, while the loan agreements with GAS-thirteen Ltd. and GAS-fourteen Ltd.,  with respect to
the GasLog Geneva and the GasLog Gibraltar, respectively, each provided for four  tranches of $50,544,
$25,258, $24,643 and $60,252. Under the  terms  of  the agreement, each drawing under the first three
tranches would be repaid in 24 consecutive  semi-annual equal  installments commencing six months
after the actual deliveries of the  GasLog Greece, the GasLog Glasgow, the GasLog Geneva and the
GasLog Gibraltar, respectively, according to a 12-year profile.  Each  drawing under the fourth tranche
would be repaid in 20 consecutive semi-annual equal  installments commencing  six months after the
actual delivery of the relevant vessel  according  to  a 20-year profile, with a  balloon payment together
with the final installment. On March 22, 2016 and on  June 24, 2016, $162,967 was drawn down on each
date  to partially finance the delivery of  the GasLog Greece and the GasLog Glasgow, respectively, while
on September 26,  2016 and on October 25,  2016, $160,697 was drawn down on  each date to partially
finance the deliveries of the  GasLog Geneva and the GasLog Gibraltar, respectively. The aggregate
balance outstanding for the entities owned by the Partnership  as of December  31, 2020 is $452,369
(December 31, 2019: $498,223). Amounts  drawn under each  applicable  tranche  bear interest at  LIBOR
plus a margin.

(b) 2019 Partnership Facility

On February 20, 2019, GAS-three Ltd., GAS-four Ltd., GAS-five Ltd., GAS-sixteen Ltd.,

GAS-seventeen Ltd., GasLog Partners  and  GasLog Partners  Holdings LLC  entered into a loan
agreement with Credit Suisse AG, Nordea  Bank Abp,  filial i  Norge and  Iyo Bank Ltd., Singapore
Branch, each an original lender and Nordea acting as security  agent and trustee for and on  behalf of
the other finance parties mentioned  above, for a credit facility  of up to $450,000 (the  ‘‘2019 Partnership
Facility’’) for the purpose of refinancing  in  full the Terminated Partnership  Facility described above.
Subsequently, on the same date, the  Development Bank  of Japan, Inc. entered  the facility as lender  via
transfer certificate. The vessels covered  by  the 2019 Partnership Facility are the GasLog Shanghai, the
GasLog Santiago, the GasLog Sydney, the Methane Rita Andrea and the Methane Jane Elizabeth.

The agreement provides for an amortizing revolving credit  facility which  can be repaid  and

redrawn at any time, subject to the outstanding amount immediately after any drawdown  not  exceeding
(i) 75.0% of the aggregate of the market values of  all vessels under the agreement, or  (ii) the total
facility amount. The total facility amount reduces in 20 equal  quarterly amounts of $7,357,  with a final
balloon amount of up to $302,860, together with  the last quarterly  reduction in February 2024. The
credit facility bears interest at LIBOR plus a  margin. On  March  6, 2019, the  Partnership drew down
$360,000 under the 2019 Partnership  Facility, out of which  $354,375 was used to prepay the outstanding
debt under the Terminated Partnership Facility, which would have been  due  in November  2019. On
April 1, 2019, the Partnership drew down an additional $75,000  under  the 2019 Partnership Facility.
The aggregate balance outstanding as of December 31, 2020  is $398,501 (December 31, 2019:
$425,949), with no amount available to be redrawn as of December  31, 2020 (December 31, 2019:
$1,980).

F-34

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

6. Borrowings (Continued)

(c) BNP Paribas, Credit Suisse AG  and  Alpha Bank S.A.

On July 16, 2020, GasLog Partners entered  into  a credit agreement of $260,331  with BNP Paribas,

Credit  Suisse AG and Alpha Bank S.A.,  each an original lender, with BNP  Paribas acting as security
agent and trustee for and on behalf of the other finance parties  mentioned  above, in  order to refinance
the existing indebtedness due in 2021  on three  of its  vessels. The facility  will amortize over ten equal
semi-annual installments of $8,597 beginning  in January 2021, with a final balloon amount of $174,361
payable concurrently with the last installment in  July 2025. Interest on  the facility will  be  payable at a
rate of LIBOR plus a margin. The relevant  amount  of  $260,331 was drawn  on July 21, 2020,  out of
which  $258,532 was used to refinance  the outstanding indebtedness of GAS-twenty Ltd.,
GAS-seven Ltd. and GAS-eight Ltd.,  the respective  entities  owning the Methane Shirley Elisabeth, the
GasLog Seattle and the Solaris.  The  balance  outstanding  under  the  facility  as  of  December  31,  2020  is
$260,331.

(d) DNB Bank ASA, London Branch, and ING Bank N.V., London Branch

Also, on July 16, 2020, GasLog Partners entered into a  credit agreement of $193,713 with DNB

Bank ASA, London Branch, and ING Bank N.V., London Branch,  each an original lender,  with DNB
Bank ASA, London Branch acting as security agent and trustee for and on behalf  of the other finance
party mentioned above, in order to refinance  the existing indebtedness due in 2021 on three of its
vessels. The facility will amortize over  ten equal semi-annual installments of $8,599 beginning in
January 2021, with a final balloon amount of $107,723  payable  concurrently  with the last installment in
July 2025. Interest on the facility will be payable at  a rate of LIBOR plus a margin.  An amount of
$193,713 was drawn down on July 21,  2020, out  of  which $174,867 was  used to refinance the
outstanding indebtedness of GAS-nineteen Ltd.,  GAS-twenty one Ltd.  and GAS-twenty seven Ltd., the
respective entities owning the Methane Alison Victoria, the Methane Heather Sally and the Methane Becki
Anne.  The  balance  outstanding  under  the  facility  as  of  December  31,  2020  is  $193,713.

Securities Covenants and Guarantees

The credit agreements are secured as follows:

(i) first priority mortgages over the ships owned by the respective borrowers;

(ii) in the case of the 2019 Partnership Facility,  guarantees from the  Partnership and the

Partnership’s subsidiary GasLog Partners Holdings  LLC, and in the case of  the Assumed
October 2015 Facility, guarantees from  the Partnership and GasLog Partners Holdings  LLC up
to the value of the commitments relating to the GasLog Greece, the GasLog Glasgow, the
GasLog Geneva and the GasLog Gibraltar and guarantees from GasLog and GasLog
Carriers Ltd. for up to the value of the  commitments on  the remaining vessels;

(iii) a  pledge or a negative pledge of  the share capital of  the respective borrower; and

(iv) a first priority assignment of all  earnings and insurance related to the ships owned by the

respective borrower.

F-35

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

6. Borrowings (Continued)

Certain of the credit facilities also impose certain restrictions relating to the Partnership  and
GasLog, and their other subsidiaries, including restrictions that limit the Partnership’s and  GasLog’s
ability to make any substantial change in the nature  of  the Partnership’s or GasLog’s business or to
engage in transactions that would constitute a change of control, without repaying part  or all of the
Partnership’s  and GasLog’s indebtedness  in full.

The credit facilities contain customary events of default, including  non-payment of principal  or
interest, breach of covenants or material inaccuracy of representations,  default under other material
indebtedness  and bankruptcy. In addition,  the credit  facilities contain covenants  requiring the
Partnership and certain of the Partnership’s subsidiaries to maintain the aggregate of  (i) the market
value, on  a charter exclusive basis, of  the mortgaged vessel or  vessels  and (ii) the market value of any
additional security provided to the lenders, at a value of not less than 120.0% of the  then outstanding
amount under the applicable facility (130.0% of  the aggregate outstanding  principal balance plus any
hedging exposure for the DNB Bank  ASA—ING Bank  N.V. facility). If  we fail to comply with  these
covenants and are not able to obtain covenant waivers  or modifications, the lenders could require the
Partnership to make prepayments or provide additional  collateral  sufficient to bring the Partnership
into compliance with such covenants, and if  we fail to do so the lenders could  accelerate the
indebtedness.

The credit facilities impose certain operating  and  financial restrictions  on the Partnership and
GasLog. These restrictions generally limit  the Partnership’s  and  GasLog’s  collective  subsidiaries’  ability
to, among other things: (a) incur additional indebtedness, create liens or provide guarantees,
(b) provide any form of credit or financial assistance to, or  enter  into any non-arms’ length transactions
with, the Partnership, GasLog or any  of their affiliates, (c) sell  or otherwise dispose of assets, including
ships, (d) engage in merger transactions, (e) terminate any  charter,  (f)  change the manager of ships, or
(g) acquire assets,  make investments  or  enter into any joint venture arrangements outside of the
ordinary course of business. In addition,  under each facility, the respective  vessel-owning entities  are
also required to maintain at all times minimum liquidity of $1,500 per entity  ($5,500  for
GAS-twenty Ltd.) and are in compliance  as of December 31, 2020.

The Partnership, as corporate guarantor is also subject to specified financial  covenants on  a
consolidated basis. These financial covenants include the following as  defined in the agreements:

(i) the aggregate amount of cash and cash  equivalents, short-term investments and available
undrawn facilities with remaining maturities  of  at least  six months (excluding  loans from
affiliates) must be at least $45,000;

(ii) total indebtedness divided by total assets  must be less than 65.0%;

(iii) the Partnership is permitted to declare or pay any dividends or distributions, subject  to  no
event of default having occurred or occurring as a  consequence of the  payment of such
dividends or distributions.

The Assumed October 2015 Facility also imposes specified  financial  covenants that apply to

GasLog and its subsidiaries on a consolidated basis:

(i) net working capital (excluding the  current portion of long-term debt) must be not less than $0;

F-36

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

6. Borrowings (Continued)

(ii) total indebtedness divided by total assets  must not exceed 75.0%;

(iii) the ratio of EBITDA over debt  service obligations  as defined in the GasLog guarantees

(including interest and debt repayments, but  excluding any  prepayments) on a  trailing
12 months basis must be not less than 110.0%;  the ratio  shall be regarded as  having been
complied with even if the ratio falls below the  stipulated  110.0% when  cash and cash
equivalents and short-term investments are  at least $110,000; and

(iv) the aggregate amount of cash and cash  equivalents  and short-term investments  must  be  not

less  than $75,000;

(v) GasLog’s market value adjusted net worth  must  at all times  be  not  less  than $350,000.

The second set of covenants could also be applicable to GasLog  and its subsidiaries on  a
consolidated basis under the DNB Bank ASA—ING  Bank N.V.  facility in  the event of a  reverse
drop-down of a vessel from the Partnership  to  GasLog.

GasLog Partners and GasLog are in  compliance with all  financial covenants as  of  December 31,

2020.

Loan From Related Parties:

On April 3, 2017, GasLog Partners entered into an  unsecured  five-year term  loan of $45,000 and a

five-year  revolving credit facility of $30,000 with  GasLog (together,  the ‘‘Sponsor Credit  Facility’’). On
April 5, 2017, under the Sponsor Credit  Facility,  an amount of $45,000 under the  term loan facility and
an amount of $15,000 under the revolving credit facility were  drawn by the Partnership and were used
on the same date to prepay $60,125 of  the outstanding debt of GAS-nineteen Ltd., GAS-twenty Ltd.
and GAS-twenty one Ltd. under the  junior tranche of the  Five Vessel Refinancing, which would  have
been originally due in April 2018. The Partnership  repaid $15,000 under the revolving credit  facility of
the Sponsor Credit Facility on May 22,  2017. The Sponsor  Credit  Facility  is unsecured and the
revolving credit facility provides for an  availability period of five years. Each  borrowing  under the
Sponsor Credit Facility accrues interest  at a  rate  of  9.125% per annum with an annual 1.0%
commitment fee on the undrawn balance.

On March 23, 2018, the outstanding amount of $45,000 under the  Sponsor Credit Facility was
prepaid. On the same date, the term  loan  facility was terminated and the respective unamortized  loan
fees of  $900 were written-off to profit  or loss. On November 14,  2019, the Partnership drew  down
$10,000 under the revolving credit facility of  the Sponsor Credit Facility, which  was subsequently  repaid
on December 31, 2019. As of December 31, 2020, the outstanding balance of the Sponsor Credit
Facility is nil.

The Sponsor Credit Facility contains  customary events of default,  including  non-payment of

principal or interest, breach of covenants  or material inaccuracy of representations, default under  other
material indebtedness and bankruptcy. In addition,  the Sponsor Credit Facility covenants require that at
all times GasLog must continue to control, directly or  indirectly, the affairs or composition of the
Partnership’s  board of directors and  any  amendment  to  our Partnership Agreement, in  the reasonable
opinion of the lender, must not be adverse to its interests  in connection  with the Sponsor Credit
Facility.

F-37

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

6. Borrowings (Continued)

Borrowings Repayment Schedule

The maturity table below reflects the principal repayments of the borrowings outstanding as of

December 31, 2020 based on their repayment schedules:

As of
December 31, 2020

Not later than one year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Later than one year and not later than  three years . . . . . . . . . . . . . . . . . . . . . . . . . .
Later than three years and not later  than  five  years . . . . . . . . . . . . . . . . . . . . . . . . .
Later than five years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

109,673
219,347
752,791
223,103

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,304,914

The  weighted  average  interest  rate  for  the  abovementioned  credit  facilities  in  the  year  ended

December 31, 2020 is 3.1% (December 31, 2019: 4.5%).

As the bank facilities bear interest at variable interest  rates, their aggregate fair value as of

December 31, 2020 is equal to the principal amount outstanding of $1,304,914.

7. Other Payables and Accruals

An analysis of other payables and accruals is as  follows:

As of
December 31,

2019

2020

Unearned revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued off-hire . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other accruals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

27,916
1,688
3,335
12,393
6,238

25,828
1,802
4,187
10,855
8,007

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

51,570

50,679

The unearned revenue of $25,828 represents monthly charter hires received in advance as  of

December 31, 2020 relating to January  2021  (December 31, 2019: $27,916).

F-38

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

8. Revenues

The Partnership has recognized the following amounts relating to revenues:

For the year ended
December 31,

2018

2019

2020

Revenues from long-term time charters . . . . . . . . . . . .
Revenues from spot time charters . . . . . . . . . . . . . . . .
Revenues from the Cool Pool . . . . . . . . . . . . . . . . . . .

355,251
16,475
11,475

312,978
60,715
4,994

243,288
90,374
—

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

383,201

378,687

333,662

The Partnership defines long-term time charters as  charter party  agreements with an initial

duration of more than five years (excluding  any  optional periods), while all charter party agreements of
an initial duration of less than (or equal to) five years (excluding any  optional periods) are classified as
spot time charters.

Revenues from the Cool Pool relate  only  to  the pool revenues  received from a GasLog Partners
vessel operating in the Cool Pool and do  not include the  Net pool allocation to GasLog Partners of a
gain of $1,058 for the year ended December  31, 2019 and $3,700 for the year  ended December 31,
2018. On June 23, 2019, the GasLog Shanghai exited the pool following a termination  agreement dated
June 6, 2019 that GasLog entered into with  the Cool Pool and Golar in order to assume commercial
control of GasLog’s and GasLog Partners’ vessels operating in the spot market.

9. Voyage Expenses and Commissions

An analysis of voyage expenses and commissions is as follows:

For the year ended
December 31,

2018

2019

2020

Brokers’ commissions on revenues . . . . . . . . . . . . . . . . . . .
Bunkers’ consumption and other voyage expenses . . . . . . . .

4,680
2,826

4,258
3,050

3,393
7,050

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

7,506

7,308

10,443

Bunkers’ consumption represents mainly bunkers consumed  during  periods when a vessel is not

employed under a charter or off-hire periods  (including bunkers consumed during dry-docking).

F-39

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

10. General and Administrative Expenses

An analysis of general and administrative expenses is as  follows:

For the year ended
December 31,

2018

2019

2020

Administrative fees (Note 13) . . . . . . . . . . . . . . . . . . . . .
Commercial management fees (Note  13) . . . . . . . . . . . . .
Share-based compensation (Note 20) . . . . . . . . . . . . . . . .
Other expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

10,398
5,400
1,034
2,922

8,963
5,400
1,158
3,880

7,838
5,400
1,908
3,814

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

19,754

19,401

18,960

11. Vessel Operating Costs

An analysis of vessel operating costs is as follows:

Crew costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Technical maintenance expenses . . . . . . . . . . . . . . . . . . .
Other operating expenses . . . . . . . . . . . . . . . . . . . . . . . .

38,637
16,174
18,886

36,944
20,987
18,811

36,881
21,295
16,622

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

73,697

76,742

74,798

For the year ended
December 31,

2018

2019

2020

12. Net Financial Income and Costs

An analysis of financial income and financial costs  is as follows:

For the year ended
December 31,

2018

2019

2020

Financial income
Financial income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total financial income . . . . . . . . . . . . . . . . . . . . . . . . . .

2,448

2,448

1,887

1,887

295

295

Financial costs
Amortization and write-off of deferred  loan issuance costs
Interest expense on loans . . . . . . . . . . . . . . . . . . . . . . . .
Lease expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitment fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other financial costs including bank commissions . . . . . . .

7,463
64,282
—
522
447

6,806
63,912
56
729
495

7,434
42,459
33
359
702

Total financial costs . . . . . . . . . . . . . . . . . . . . . . . . . . . .

72,714

71,998

50,987

F-40

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

12. Net Financial Income and Costs  (Continued)

In the year ended December 31, 2020,  an amount of $1,918 representing  the write-off  of  the

unamortized deferred loan issuance costs  in connection with the termination of the  Five Vessel
Refinancing and the Legacy Facility Refinancing  (Note 6) was included in Amortization  of  deferred
loan issuance costs (December 31, 2019:  $988 in connection  with the termination of the  Terminated
Partnership Facility, December 31, 2018:  $900 in connection  with the termination of the  term loan
facility of the Sponsor Credit Facility).

13. Related Party Transactions

The Partnership has the following balances  with related parties  which are included in  the

consolidated statements of financial position:

As of
December 31,

2019

2020

Amounts due to related parties
Due to GasLog LNG Services(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due to GasLog(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

4,908
734

7,361
164

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

5,642

7,525

(a)

(b)

The  balances represent mainly payments made by GasLog  LNG  Services  on behalf of  the  Partnership.

The balances represent payments made by GasLog on behalf of the Partnership.

The details of the credit facility with  GasLog are disclosed in  Note 6.

In June 2020, the Partnership paid an amount of $2,719  to GasLog for the acquisition of depot

spares purchased from BG Group plc  with respect to six  of  its  vessels  (Note 3).

F-41

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

13. Related Party Transactions (Continued)

The Partnership had the following transactions with related parties for  the years ended

December 31, 2018, 2019 and 2020:

Company

Details

Account

2018

2019

2020

GasLog/ GasLog LNG Services . Commercial management  fee(i) General and  administrative

5,400

5,400 5,400

GasLog . . . . . . . . . . . . . . . . . Administrative services fee(ii)

GasLog LNG Services . . . . . . . Management fees(iii)
GasLog LNG Services . . . . . . . Other vessel operating costs
GasLog . . . . . . . . . . . . . . . . . Interest expense  under

expenses
General and  administrative 10,398
expenses
Vessel operating  costs
Vessel operating  costs
Financial costs

7,728
124
935

8,963 7,838

7,728 7,728
40
119 —

65

Sponsor Credit
Facility (Note 6)

GasLog . . . . . . . . . . . . . . . . . Commitment fee  under
Sponsor Credit Facility
(Note 6)

Financial  costs

304

291

305

GasLog . . . . . . . . . . . . . . . . . Realized (gain)/loss on

Loss on  derivatives

(1,772) (2,358) 4,347

interest rate swaps  (Note  17)

GasLog . . . . . . . . . . . . . . . . . Realized loss on forward

Loss  on derivatives

409

1,295

61

GasLog . . . . . . . . . . . . . . . . . Compensation for lost hire(iv) Revenues
Cool Pool . . . . . . . . . . . . . . . . Adjustment for net pool

Net pool  allocation

(481) — —
(3,700) (1,058) —

foreign exchange contracts
held for trading (Note  17)

(i)

Commercial Management Agreements

allocation(v)

Upon completion of the IPO on May 12, 2014,  the vessel-owning subsidiaries of the initial fleet entered into amended
commercial management agreements with GasLog (the ‘‘Amended Commercial Management Agreements’’), pursuant to
which  GasLog provides certain commercial management services, including chartering services, consultancy services on
market issues and invoicing and collection of hire payables, to the Partnership. The annual commercial management fee
under the amended agreements is $360 for each vessel  payable quarterly in advance in lump sum amounts. In December
2013, GAS-seven Ltd. entered into a commercial management agreement with GasLog for an annual commercial
management fee of $540 that was amended to $360 when the vessel was acquired by the Partnership on November 1, 2016.
Additionally, in June 2015, GAS-eight Ltd. entered into a commercial management agreement with GasLog for an annual
commercial management fee of $360.

The  same provisions are included in the commercial management agreements that GAS-eleven Ltd., GAS-twelve Ltd.,
GAS-thirteen Ltd., GAS-fourteen Ltd., GAS-sixteen Ltd., GAS-seventeen Ltd., GAS-nineteen Ltd., GAS-twenty Ltd.,
GAS-twenty one Ltd. and GAS-twenty seven Ltd. entered into with GasLog upon the deliveries of the GasLog Greece, the
GasLog Glasgow, the GasLog Geneva, the GasLog Gibraltar, the Methane Rita Andrea, the Methane Jane Elizabeth, the
Methane Alison Victoria, the Methane Shirley Elisabeth, the Methane Heather Sally and the Methane Becki Anne, respectively,
into GasLog’s fleet in March 2016, June 2016, September 2016, October 2016, April 2014, June 2014 and March 2015
(together with the Amended Commercial Management Agreements  and  the commercial management agreements entered
into by  GAS-seven Ltd. and GAS-eight Ltd. with GasLog, the ‘‘Commercial Management Agreements’’).

Effective July 21, 2020 and October 1, 2020, the commercial management agreements between the vessel-owning entities
and GasLog were novated to GasLog LNG Services as the provider of commercial management services.

F-42

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

13. Related Party Transactions (Continued)

(ii)

Administrative Services Agreement

Upon completion of the IPO on May 12, 2014,  the Partnership  entered into an administrative services agreement (the
‘‘Administrative Services Agreement’’) with GasLog, pursuant to which GasLog will provide certain management and
administrative services. The services provided under the Administrative Services Agreement are provided as the Partnership
may direct, and include bookkeeping, audit, legal, insurance, administrative, clerical, banking, financial, advisory, client and
investor relations services. The Administrative Services Agreement will  continue indefinitely until terminated by the
Partnership upon 90 days’ notice for any reason in the sole discretion of the Partnership’s board of directors. For the years
ended December 31, 2018, 2019 and 2020, the annual  service fee  was $812, $608 and $523 per vessel per year, respectively.
With effect from January 1, 2021, the service fee  was reduced to $314  per vessel per year.

(iii)

Ship Management Agreements

Upon  completion of the IPO on May 12, 2014, each of the vessel owning subsidiaries of the initial fleet entered into an
amended ship management agreement (collectively, the ‘‘Amended Ship Management Agreements’’) under which the vessel
owning subsidiaries pay a management fee of $46 per month to the Manager and reimburse the Manager for all expenses
incurred on their behalf. The Amended Ship Management Agreements also provide for superintendent fees of $1 per day
payable to the Manager for each day in excess of 25 days per calendar year for which a superintendent performed visits to
the vessels, an annual incentive bonus of up to $72 based on key performance indicators predetermined annually and
contain clauses for decreased management fees in case of a vessel’s lay-up. The management fees are subject to an annual
adjustment, agreed between the parties in good faith, on the basis of general inflation and proof of increases in actual costs
incurred by the Manager. Each Amended Ship Management Agreement continues indefinitely until terminated by either
party. The  same provisions are included in the ship management agreements that GAS-sixteen Ltd., GAS-seventeen Ltd.,
GAS-nineteen Ltd., GAS-twenty Ltd., GAS-twenty one Ltd. and GAS-twenty seven Ltd. entered into with the Manager
upon the deliveries of the Methane Rita Andrea, the Methane Jane Elizabeth, the Methane Alison Victoria, the Methane
Shirley  Elisabeth, the Methane Heather Sally and  the Methane Becki Anne, respectively, into GasLog’s fleet in April 2014,
June 2014 and March 2015 (together with the Amended Ship  Management Agreements and the ship management
agreement that GAS-seven Ltd. entered into with the Manager upon its  vessel’s delivery from the shipyard in 2013, the
‘‘Ship Management Agreements’’). In May 2015, the Ship Management Agreements were further amended to delete the
annual  incentive bonus and superintendent fees clauses and, in the case of GAS-seven Ltd., to also increase the fixed
monthly  charge to $46 with effect from April 1,  2015. In April 2016, the Ship Management Agreements were amended to
consolidate all ship management related fees into a  single fee  structure. This single fee structure was already provided for
in  the  ship management agreements that GAS-eleven Ltd., GAS-twelve Ltd., GAS-thirteen Ltd. and GAS-fourteen Ltd. had
entered into with GasLog upon the deliveries of the GasLog Greece in March 2016, the GasLog Glasgow in June 2016, the
GasLog Geneva in September 2016 and the GasLog Gibraltar in October 2016, respectively (with a fixed monthly charge  of
$46).

(iv) On January 16, 2019, the Partnership entered into an agreement with GasLog, whereby the latter agreed to compensate  the

Partnership for a delay in the scheduled commencement of  the time  charter of the GasLog Sydney in December 2018. The
lost hire was calculated based on the estimated number of days of the delay multiplied by the daily hire rate of the time
charter  contract.

(v)

(vi)

In the period from May 2018 until June 2019, the  Partnership, through the GasLog Shanghai, participated in the Cool Pool
to market  their vessels operating in the LNG shipping spot market.

In the year ended December 31, 2020, Ceres Shipping Enterprises S.A., an entity controlled by the Livanos family, received
a fee  of $400 from the Partnership for consultancy services  provided in relation to the Partnership’s debt re-financings
completed  in July 2020. This amount is classified under Deferred  loan issuance costs (i.e. contra debt) and will be
amortized  over the duration of the respective facilities.

(vii) Omnibus Agreement

Upon completion of the IPO on May 12, 2014,  the Partnership  entered into an omnibus agreement with GasLog, our
general partner and certain of our other subsidiaries.  The omnibus agreement governs among other things (i) when and  the
extent to which the Partnership and GasLog may compete against each other, (ii) the time and the value at which the

F-43

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

13. Related Party Transactions (Continued)

Partnership may exercise the right to purchase certain offered vessels by  GasLog (iii) certain rights of first offer granted  to
GasLog  to  purchase any of its vessels on charter  for less  than five full years from the Partnership and vice versa and
(iv) GasLog’s provisions of certain indemnities to the Partnership. On September 29, 2014, June 26, 2015, October 27, 2016,
March 9, 2017, May 25, 2017 , August 30, 2017, March 3, 2018, October 24, 2018 and March 7, 2019, the Partnership
exercised the option to acquire (i) the  Methane Rita Andrea and the Methane Jane Elizabeth, (ii) the Methane Alison
Victoria, the Methane Shirley Elisabeth and the Methane Heather Sally, (iii) the GasLog Seattle (iv) the GasLog Greece,
(v)  the GasLog Geneva, (vi) the Solaris, (vii) the GasLog Gibraltar, (viii) the Methane Becki Anne and (ix) the GasLog
Glasgow, respectively.

14. Commitments and Contingencies

Future gross minimum lease payments receivable  in relation to non-cancellable time  charter
agreements for vessels in operation as  of  December  31, 2020, are as follows (30 off-hire days are
assumed when each vessel will undergo  scheduled dry-docking;  in addition, early delivery of the  vessels
by the charterers or any exercise of the charterers’ options to extend the terms of the charters are  not
accounted for):

Period

As of
December 31, 2020

Not later than one year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Later than one year and not later than  two  years . . . . . . . . . . . . . .
Later than two years and not later than three years . . . . . . . . . . . .
Later than three years and not later than four  years . . . . . . . . . . . .
Later than four years and not later than five years . . . . . . . . . . . . .
Later than five years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

175,642
139,708
116,197
56,156
50,280
14,469

552,452

In September 2017 and July 2018, GasLog LNG Services Ltd.  entered into maintenance
agreements with Wartsila Greece S.A. (‘‘Wartsila’’) in respect of eight of the Partnership’s LNG
carriers. The agreements ensure dynamic  maintenance planning, technical support,  security of spare
parts supply, specialist technical personnel and performance monitoring.

In March 2019, GasLog LNG Services entered into an  agreement with Samsung Heavy

Industries Co., Ltd. (‘‘Samsung’’) in respect of eleven  of the  Partnership’s LNG carriers.  The  agreement
covers the supply of ballast water management systems on board the vessels by Samsung and associated
field, commissioning and engineering  services for  a firm period of six years. As  of  December 31, 2020,
ballast water management systems had been installed on  six out of the  eleven vessels.

Various claims, suits and complaints,  including those involving  government regulations, arise in the

ordinary course of the shipping business.  In addition, losses may arise from disputes with charterers,
environmental claims, agents and insurers and from claims with suppliers  relating  to  the operations of
the Partnership’s vessels. Currently, management is not  aware of any  such claims or contingent
liabilities requiring disclosure in the consolidated financial statements.

F-44

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

15. Financial Risk Management

The Partnership’s activities expose it  to  a variety  of financial risks, including market  risk, liquidity

risk and credit risk. The Partnership’s overall risk  management program focuses on  the unpredictability
of financial markets and seeks to minimize potential  adverse  effects  on  the Partnership’s financial
performance. The Partnership makes use of  derivative  financial instruments such as interest rate swaps
and forward foreign exchange contracts to mitigate certain risk exposures.

Market risk

Interest Rate Risk: The Partnership is subject to market risks relating to changes in interest rates

because  it has floating rate debt outstanding. Significant increases in interest  rates  could  adversely
affect the Partnership’s results of operations and its ability to  service its debt. The Partnership uses
interest rate swaps to reduce its exposure to market risk from changes in interest rates.  The principal
objective of these contracts is to minimize economic risks and  costs  associated  with its floating rate
debt and not for speculative or trading purposes. As of December 31, 2020,  the Partnership had
economically hedged 36.3% of its floating interest rate  exposure on its outstanding  borrowings
(excluding the Sponsor Credit Facility)  by swapping the variable rate  for  a fixed rate  (December 31,
2019: 45.8%).

The aggregate principal amount of the  Partnership’s outstanding floating rate debt which was not

economically hedged as of December 31, 2020  was $831,581 (December 31, 2019: $740,631). As an
indication of the extent of the Partnership’s  sensitivity  to  interest rate changes, an increase  or decrease
in LIBOR of 10 basis points would have decreased or increased, respectively, the profit during the year
ended December 31, 2020 by $766, based  upon its debt level during the  period (December 31, 2019:
$782 and December 31, 2018: $933).

Interest  Rate Sensitivity Analysis: The fair value of the interest rate swaps as of December 31, 2020

was estimated as a net liability of $20,337 (December 31, 2019: $8,868). For  the three years ended
December 31, 2020, the interest rate swaps were  not  designated as  cash flow hedging  instruments
(Note 17).

The interest rate swap agreements described below are  subject  to  market risk  as they are recorded

at fair value in the statement of financial position at year end.  The  fair value of interest rate  swap
liabilities increases when interest rates  decrease and decreases when interest rates increase. As of
December 31, 2020, if interest rates had  increased  or decreased by 10 basis points with all other
variables held constant, the positive/(negative) impact,  respectively, on the fair  value of the  interest  rate
swaps would have amounted to approximately  $844 (December 31, 2019: $1,468 and December  31,
2018: $2,021) affecting Loss on derivatives in  the respective periods.

Currency Risk: Currency risk is the risk that the value of financial instruments and/or the cost  of

commercial transactions will fluctuate  due  to  changes in foreign exchange  rates.  Currency  risk arises
when future commercial transactions  and  recognized assets and  liabilities are denominated in  a
currency that is not the Partnership’s functional currency. The  Partnership is  exposed  to  foreign
exchange risk arising from various currency exposures primarily  with respect to technical  maintenance
and crew costs denominated in euros.  Specifically, for the year ended  December 31,  2020,
approximately $48,664 of the operating and  administrative expenses were denominated in  euros
(December 31, 2019: $43,543 and December 31,  2018: $54,222).  As of December 31, 2020,

F-45

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

15. Financial Risk Management (Continued)

approximately $12,279 of the Partnership’s outstanding trade payables and  accruals were  denominated
in euros (December 31, 2019: $11,817).

The Partnership uses forward foreign  exchange contracts to reduce its  exposure to movements in

exchange rates. As an indication of the  extent of the Partnership’s  sensitivity  to  changes in exchange
rate, a 10% increase in the average euro/dollar exchange rate would have  decreased its profit and  cash
flows during the year ended December 31, 2020  by $4,866, based upon its expenses during the year
(December 31, 2019: $4,354 and December 31,  2018: $5,422).

Liquidity risk

Liquidity risk is the risk that arises when  the maturity of assets and liabilities  does not match. An

unmatched position potentially enhances profitability but can  also increase  the risk  of  losses.

The Partnership manages its liquidity  risk by  having  secured credit lines, by receiving capital

contributions to fund its commitments and  by  maintaining cash  and  cash equivalents.

The following tables detail the Partnership’s expected cash  flows for  its financial liabilities. The
tables have been drawn up based on  the  undiscounted  cash  flows of  financial liabilities based on the
earliest date on which the Partnership can  be  required to pay. The  table includes both interest and
principal cash flows. Variable future  interest  payments were determined based  on an  average LIBOR
plus the margins applicable to the Partnership’s loans at the end of each year presented.

F-46

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

15. Financial Risk Management (Continued)

Weighted-average
effective
interest rate

Less than
3  - 12
1 - 3
1 month months months

1 - 5
years

5+
years

Total

December 31, 2020
Trade accounts payable . . . . .
Due to related parties . . . . . .
Other payables and accruals* .
Other non-current liabilities* .
Lease liabilities . . . . . . . . . . .
Variable interest loans . . . . . .
Fixed interest loans** . . . . . .

Total

. . . . . . . . . . . . . . . . . .

December 31, 2019
Trade accounts payable . . . . .
Due to related parties . . . . . .
Other payables and accruals* .
Other non-current liabilities* .
Lease liabilities . . . . . . . . . . .
Variable interest loans . . . . . .
Fixed interest loans** . . . . . .

Total

. . . . . . . . . . . . . . . . . .

2.48%

4.05%

13,434

144
— 7,525
8,053
—
85
21,272
75

10,043
—
42
17,999
—

—
—
—
73
113

—
—
5,401
—
218

13,578
7,525
23,497
73
458
93,479 1,062,227 228,265 1,423,242
353

—
—
—
—
—

229

—

49

41,518

37,154

99,327 1,062,462 228,265 1,468,726

13,588

2,982
— 5,642
9,454
—
85

60
—
4,027
—
377

16,630
5,642
22,030
231
932
23,500 120,116 1,098,128 288,587 1,544,462
1,071

—
—
—
231
428

—
—
—
—
—

8,549
—
42
14,131
—

477

516

78

—

36,310

41,741 125,057 1,099,303 288,587 1,590,998

Non-financial liabilities are excluded.

*
** A commitment fee is charged at 1.0% on the available amount of  the Sponsor Credit Facility. In addition, as of

December 31, 2019, 0.9% on the available amounts of the revolving credit facility of GAS-seven Ltd. and GAS-eight Ltd.
and 0.7% on the available amount of the 2019 Partnership  Facility.

The amounts included above for variable interest rate instruments are subject to change if changes

in variable interest rates differ from  those estimates  of  interest  rates determined at the  end of the
reporting period.

The following tables detail the Partnership’s expected cash  flows for  its derivative financial

instruments. The table has been drawn  up based  on the undiscounted contractual  net cash  inflows and
outflows on derivative instruments that are settled on a net basis. When the amount payable or
receivable is not fixed, the amount disclosed has  been determined by reference to the projected interest
rates as illustrated by the yield curves  existing  at the  end of the reporting  period. The  undiscounted
contractual cash flows are based on the contractual  maturities  of the interest rate swaps  and forward
foreign exchange contracts.

F-47

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

15. Financial Risk Management (Continued)

Less than
1 month

1 - 3

3 - 12
months months

1 - 5
years

Total

December 31, 2020
Interest rate swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

December 31, 2019
Interest rate swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forward foreign exchange contracts . . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

79

79

(12)
(9)

(21)

351

351

57
(16)

41

7,764

7,764

12,222

20,416

12,222

20,416

1,562
32

1,594

7,766
—

7,766

9,373
7

9,380

The Partnership expects to be able to meet  its current obligations  resulting from financing and

operating its vessels using the liquidity existing at  year-end  and the cash generated by operating
activities. The Partnership expects to be able to meet its long-term obligations  resulting from financing
its  vessels through cash generated from  operations.

Credit risk

Credit  risk is the risk that a counterparty will fail to discharge its obligations  and cause a financial

loss. The Partnership is exposed to credit  risk in the  event of non-performance by any  of its
counterparties. To limit this risk, the Partnership currently deals exclusively with financial institutions
and customers with high credit ratings.

As of
December 31,

2019

2020

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade and other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Derivative financial instruments, current  and  non-current portion . .

96,884 103,736
16,265
7,147
—
372

For the years ended December 31, 2018,  December  31, 2019 and December 31, 2020,  93%, 83%

and 73%, respectively, of the Partnership’s revenues were earned from subsidiaries  of Royal  Dutch
Shell plc (‘‘Shell’’) and accounts receivable  were  not  collateralized; however, management believes that
the credit risk is partially offset by the creditworthiness of the Partnership’s principal counterparty and
the fact that the hire is being collected in advance. The  Partnership did not  experience  any credit losses
on its accounts receivable portfolio during the three years ended December 31, 2020.  The carrying
amount of financial assets recorded in  the consolidated financial  statements represents  the Partnership’s
maximum exposure to credit risk. Management monitors exposure  to  credit risk and  believes that there
is no substantial credit risk arising from  the Partnership’s counterparty.

The credit risk on liquid funds and derivative financial instruments is limited  because the direct
and indirect counterparties are banks with  high credit  ratings assigned by international  credit rating
agencies.

F-48

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

16. Capital Risk Management

The Partnership’s objectives when managing capital  are to safeguard  the  Partnership’s ability to

continue as a going concern and to pursue future growth  opportunities. Among other metrics, the
Partnership monitors capital using a total  indebtedness to total assets ratio (Note 6), which is defined
under certain of the Partnership’s credit facilities as  total  debt  and  derivative financial instruments
divided by total assets. The total indebtedness  to  total assets ratio  is as  follows:

As of
December 31,

2019

2020

. . . . . . . . . .
Derivative financial instruments—current asset
Borrowings—current liability . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings—non-current liability . . . . . . . . . . . . . . . . . . . .
Lease liabilities—current portion . . . . . . . . . . . . . . . . . . . .
Lease liabilities—non-current portion . . . . . . . . . . . . . . . . .
Derivative financial instruments—current liability . . . . . . . . .
Derivative financial instruments—non-current liability . . . . .

(372)
109,822
1,236,202
472
414
2,607
6,688

—
104,908
1,180,635
332
112
8,185
12,152

Total indebtedness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,355,833

1,306,324

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total indebtedness/total assets . . . . . . . . . . . . . . . . . . . . . .

2,396,944

2,333,048

56.6%

56.0%

17. Derivative Financial Instruments

The fair value of the derivative assets is as  follows:

Derivative assets carried at fair value through profit or loss (FVTPL)
Interest rate swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forward foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . . . .

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Derivative financial instruments, current  asset . . . . . . . . . . . . . . . . . . .

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

As of
December 31,

2019

2020

365
7

372

372

372

—
—

—

—

—

F-49

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

17. Derivative Financial Instruments (Continued)

The fair value of the derivative liabilities  is as follows:

As of
December 31,

2019

2020

Derivative liabilities carried at fair value  through  profit or  loss

(FVTPL)

Interest rate swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forward foreign exchange contracts . . . . . . . . . . . . . . . . . . . . . . . .

9,233
62

20,337
—

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,295

20,337

Derivative financial instruments, current  liability . . . . . . . . . . . . . . .
Derivative financial instruments, non-current  liability . . . . . . . . . . . .

2,607
6,688

8,185
12,152

Total

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

9,295

20,337

Interest rate swap agreements

The Partnership enters into interest rate swap agreements which convert the floating interest rate

exposure into a fixed interest rate in order  to  hedge a portion of the Partnership’s exposure to
fluctuations in prevailing market interest  rates.  Under  the interest  rate  swaps, the  counterparty  effects
quarterly floating-rate payments to the Partnership for the notional amount based  on the  three-month
USD  LIBOR, and  the Partnership effects  quarterly payments to the counterparty on the notional
amount at the respective fixed rates.

Interest rate swaps held for trading

The principal terms of the interest rate  swaps held for  trading were as  follows:

Company

Counterparty

Trade
Date

Effective Termination

Date

Date

Fixed
Interest Rate

GasLog  Partners . . . . . . . GasLog
GasLog Partners . . . . . . . GasLog
GasLog Partners . . . . . . . GasLog
GasLog Partners . . . . . . . GasLog
GasLog Partners . . . . . . . GasLog
GasLog Partners . . . . . . . GasLog
GAS-twenty seven Ltd.
GAS-twenty seven Ltd.
GAS-twenty seven Ltd.
GAS-twenty seven Ltd.

July  2020
Nov 2016 Nov 2016
July  2021
Nov 2016 Nov 2016
July  2022
Nov 2016 Nov 2016
June 2022
July 2017 July 2017
Sep. 2020
May 2018 May 2018
Sep. 2020
Jan 2019
Dec 2018
. . . DNB Bank ASA July 2020 July 2020
July 2024
. . . DNB Bank ASA July 2020 July 2020 April 2025
July 2020 July 2020
. . . ING Bank N.V.
July 2024
July 2020 July 2020 April 2025
. . . ING Bank N.V.

1.54%/1.34%*
1.63%/ 1.43%*
1.72%/1.52%*
2.19%/1.99%*
3.15%/2.95%*
3.14%/2.94%*
3.146%
3.069%
3.24%
3.176%

Total

Notional Amount

December 31, December 31,

2019

130,000
130,000
130,000
80,000
80,000
75,000
—
—
—
—

625,000

2020

—
130,000
130,000
80,000
—
—
48,889
40,000
24,444
20,000

473,333

*

Pursuant to the Credit Support Annex entered into in March 2020, whereby GasLog Partners agreed to effect deposit cash
collateral payments with GasLog in connection with its derivative instruments with GasLog (Note 13), the fixed interest
rates  of the interest rate swaps were decreased by 20 basis  points  or 0.2%. In November 2020, the Credit Support Annex

F-50

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

17. Derivative Financial Instruments (Continued)

was amended and the cash collateral held with GasLog was fully released and the fixed interest rates of the three remaining
interest rate swaps with GasLog were reverted to  their  initial fixed rates with effect on the next interest period.

In the year ended December 31, 2020,  the Partnership terminated  two  interest rate swap

agreements with an aggregate notional amount of  $155,000  initially due in 2023  and 2024  with GasLog
by paying an amount of $13,210 equal  to  their aggregate fair  values upon  termination. Also,
GAS-twenty seven Ltd. entered into  four  new interest rate swap  agreements with  an aggregate notional
amount of $133,333 due in 2024 and  2025 with  DNB Bank ASA, London  Branch  and ING Bank N.V.,
London Branch, the banks which were registered as hedging  providers  under the  relevant facility
entered into in July 2020 (Note 6), receiving an amount of $16,056.

The derivative instruments listed above were  not  designated as  cash flow hedging  instruments as  of

December 31, 2020. The change in the  fair  value of the interest rate swaps  for the  year ended
December 31, 2020 amounted to a loss  of  $8,623 (December 31, 2019,  $14,381 and December 31, 2018:
$833), which was recognized in profit or  loss in  the year incurred and  is included  in Loss on  derivatives.
During  the year ended December 31,  2020,  the loss of $8,623 was mainly attributable to changes  in the
LIBOR yield curve, which was used to calculate the present value of the estimated future  cash flows,
resulting in an increase in net derivative  liabilities, respectively, from interest rate swaps  held for
trading.

Forward foreign exchange contracts

The Partnership uses non-deliverable  forward  foreign exchange contracts  to  mitigate  foreign
exchange transaction exposures in Euros  and Singapore  Dollars  (‘‘SGD’’). Under these non-deliverable
forward foreign exchange contracts, the  counterparties settle the difference  between the fixed exchange
rate and the prevailing rate on the agreed notional amounts  on the respective  settlement dates. All
forward foreign exchange contracts are considered by management to be part  of economic hedge
arrangements but have not been formally  designated  as such.

Forward foreign exchange contracts held for  trading

In the year ended December 31, 2020,  the Partnership did not enter into  any new forward  foreign

exchange contracts, while twenty-four  contracts expired.

The derivative instruments mentioned above were not designated  as cash  flow hedging instruments

as of  December 31, 2019. The change in  the fair value of these contracts  for the year ended
December 31, 2020 amounted to a gain of $55 (December 31, 2019: a  gain  of $523 and December  31,
2018: a loss of $578), which was recognized in  profit or  loss for the year  incurred and is included in
Loss on derivatives.

F-51

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

17. Derivative Financial Instruments (Continued)

An analysis of Loss on derivatives is  as  follows:

For the year ended
December 31,

2018

2019

2020

Realized (gain)/loss on interest rate swaps  held  for trading . . . . . . . . . . . . . . . .
Realized loss on forward foreign exchange contracts  held for  trading . . . . . . . .
Unrealized loss on interest rate swaps  held  for trading . . . . . . . . . . . . . . . . . . .
Unrealized loss/(gain) on forward foreign exchange contracts held  for trading . .

(1,772) (2,358) 6,300
61
409
1,295
8,623
833 14,381
(55)
(523)
578

Total  loss on derivatives . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

48 12,795 14,929

Fair  value measurements

The fair value of the Partnership’s financial assets  and liabilities  approximate to their  carrying

amounts at the reporting date.

The fair value of derivatives at the end of the reporting period is  determined by discounting  the
future cash flows using the interest rate  curves at the end  of the reporting  period, the  estimation of the
counterparty risk and the Partnership’s own risk  inherent in  the contract.  The derivatives  met Level  2
classification, according to the fair value  hierarchy as  defined  by IFRS 13 Fair Value Measurement.
There were no financial instruments in  Levels 1 or  3 and no  transfers between Levels 1, 2 or 3 during
the periods presented. The definitions  of  the levels,  provided  by IFRS 13 Fair Value Measurement, are
based on the degree to which the fair  value is observable:

(cid:127) Level 1 fair value measurements are  those derived from quoted  prices  in active markets for

identical assets or liabilities;

(cid:127) Level 2 fair value measurements are  those derived from inputs other than quoted  prices

included within Level 1 that are observable for the  asset or liability, either  directly  (i.e., as
prices) or indirectly (i.e., derived from  prices); and

(cid:127) Level 3 fair value measurements are  those derived from valuation techniques that include inputs
for the asset or liability that are not based  on observable market data (unobservable inputs).

F-52

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

18. Cash Flow Reconciliations

The reconciliations of the Partnership’s financing  activities for the three  years ended December 31,

2020 are presented in the following tables:

A reconciliation of borrowings arising from financing activities is as follows:

Opening balance

Cash flows

Non-cash
items

Deferred
financing
costs, assets

Total

Borrowings outstanding as of January 1,

2018 . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings drawdowns . . . . . . . . . . . . . .
Borrowings repayments . . . . . . . . . . . . .
Additions  in  deferred  loan  issuance  costs .
Amortization  and  write-off  of  deferred

loan issuance costs (Note 12) . . . . . . .

Borrowings outstanding as of

1,541,836
—
—
—

—
25,940
(209,336)
(153)

—
—
—
—

—

— 7,463

December 31, 2018 . . . . . . . . . . . . . . .

1,541,836

(183,549)

7,463

Borrowings outstanding as of January 1,

2019 . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings drawdowns . . . . . . . . . . . . . .
Borrowings repayments . . . . . . . . . . . . .
Additions  in  deferred loan issuance costs .
Amortization  and  write-off  of  deferred

loan issuance costs (Note 12) . . . . . . .

Borrowings outstanding as of

1,365,800
—
—
—

—
445,000
(465,195)
(6,173)

—
—
—
(164)

—

— 6,806

—
—
—
50

—

50

—
—
—
(50)

—

1,541,836
25,940
(209,336)
(103)

7,463

1,365,800

1,365,800
445,000
(465,195)
(6,387)

6,806

December 31, 2019 . . . . . . . . . . . . . . .

1,365,800

(26,368)

6,642

(50)

1,346,024

Borrowings outstanding as of January 1,

2020 . . . . . . . . . . . . . . . . . . . . . . . . .
Borrowings drawdowns (Note 6) . . . . . . .
Borrowings repayments (Note 6) . . . . . . .
Additions in deferred loan issuance costs .
Amortization  and  write-off  of  deferred

loan issuance costs (Note 12) . . . . . . .

Borrowings outstanding as of

1,346,024
—
—
—

—
479,984
(540,701)
(7,362)

—
—
—
164

—

— 7,434

December 31, 2020 . . . . . . . . . . . . . . .

1,346,024

(68,079)

7,598

—
—
—
—

—

—

1,346,024
479,984
(540,701)
(7,198)

7,434

1,285,543

F-53

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

18. Cash Flow Reconciliations (Continued)

A reconciliation of net derivative assets/liabilities arising  from financing activities is as  follows:

Net derivative assets as of January 1, 2018 . . . . . . . . . . . . . . .
Unrealized loss on interest rate swaps  held  for trading

(Note 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized loss on forward foreign exchange contracts held  for
trading (Note 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net derivative assets as of December  31, 2018 . . . . . . . . . . . .

Net derivative assets as of January 1, 2019 . . . . . . . . . . . . . . .
Unrealized loss on interest rate swaps  held  for trading

(Note 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Unrealized gain on forward foreign exchange contracts held

for trading (Note 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Opening
balance

6,346

—

—

6,346

4,935

—

—

Cash flows

Non-cash
items

Total

—

—

—

—

—

—

6,346

(833)

(833)

(578)

(578)

(1,411)

—

4,935

4,935

— (14,381)

(14,381)

—

523

523

Net derivative liabilities as of December 31, 2019 . . . . . . . . . .

4,935

— (13,858)

(8,923)

Net derivative liabilities as of January 1,  2020 . . . . . . . . . . . . .
Proceeds from entering into interest rate  swaps . . . . . . . . . . .
Payment  for interest rate swaps termination . . . . . . . . . . . . . .
Unrealized loss on interest rate swaps  held  for trading

(Note 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Unrealized gain on forward foreign exchange contracts held

for trading (Note 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(8,923)

—
— (16,056)
13,210
—

— (8,923)
— (16,056)
— 13,210

—

—

—

—

(8,623)

(8,623)

55

55

Net derivative liabilities as of December 31, 2020 . . . . . . . . . .

(8,923)

(2,846)

(8,568)

(20,337)

19. Earnings Per Unit

The Partnership calculates earnings per unit  by  allocating  reported profit for each period  to  each

class of units based on the distribution policy for available cash stated  in the Partnership  Agreement  as
generally described in Note 5 above.

In the three years ended December 31, 2020,  the Partnership completed  equity offerings of
common units and issued general partner units to its general partner  in order  for GasLog to retain  its
2%, as presented in Note 5. Also, on  June 30, 2019, the Partnership issued  to  GasLog 2,490,000
Class B units, which become eligible  for conversion on  a one-for-one basis into common units at
GasLog’s option on July 1, 2020 (Note 5), July 1, 2021, July 1,  2022, July 1, 2023, July 1, 2024  and
July 1, 2025.

Basic earnings per unit is determined by  dividing profit for the year reported at  the end of each

period after deducting preference unit distributions by the  weighted average  number of units
outstanding  during  the  year.  Diluted  earnings  per  unit  is  calculated  by  dividing  the  profit  of  the  year
attributable to common unitholders by the weighted average number of potential ordinary common

F-54

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

19. Earnings Per Unit (Continued)

units assumed to have been converted into  common units, unless such potential ordinary common units
have an antidilutive effect.

Profit/(loss) for the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less:
Profit attributable to GasLog’s operations* . . . . . . . . . . . . . . . .

For the year ended December 31,

2018

2019

2020

128,046

(34,769)

56,859

(25,449)

(2,650)

—

Partnership’s profit/(loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . .

102,597

(37,419)

56,859

Adjustment for:
Paid and accrued preference unit distributions . . . . . . . . . . . . . .

Partnership’s profit/(loss) attributable to: . . . . . . . . . . . . . . . . .

Common unitholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General partner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Incentive distribution rights** . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted average units outstanding (basic)
Common units . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General partner units . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings/(loss) per unit (basic)
Common unitholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General partner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted average units outstanding (diluted)
Common units*** . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General partner units . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings/(loss) per unit (diluted)
Common unitholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General partner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(22,498)

80,099

75,879
1,602
2,618

(30,328)

(67,747)

(66,268)
(1,479)
—

(30,328)

26,531

25,970
561
N/A

42,945,432
876,255

46,272,598
975,531

47,042,494
1,021,336

1.77
1.83

(1.43)
(1.52)

0.55
0.55

43,034,117
876,255

46,272,598
975,531

49,567,506
1,021,336

1.76
1.83

(1.43)
(1.52)

0.52
0.55

*

**

Includes profits of: (i) GAS-fourteen Ltd. for the period prior to its transfer to the Partnership on April 26, 2018,
(ii) GAS-twenty seven Ltd. for the period prior to its  transfer  to  the Partnership on November 14, 2018 and
(iii) GAS-twelve Ltd. for the period prior to its  transfer  to  the Partnership on April 1, 2019. While such amounts are
reflected in the Partnership’s financial statements because the transfers to the Partnership were accounted for as
reorganizations of entities under common control  (Note 1), the aforementioned entities were not owned by the Partnership
prior to their transfers to the Partnership on the respective dates  and  accordingly the Partnership was not entitled to the
cash or results generated in the period prior to such transfers.

The  IDRs  were eliminated on June 30, 2019 (Note  5). Until their  elimination, they represented the right to receive an
increasing percentage of quarterly distributions of available cash from  operating surplus after the minimum quarterly
distribution and the target distribution levels had been achieved. GasLog held the incentive distribution rights following
completion of the Partnership’s IPO. The IDRs could  be  transferred separately from any other interests, subject to
restrictions in the Partnership Agreement. Based on the nature of  such right, earnings attributable to IDRs could not be
allocated on a per unit basis.

***

Includes unvested awards (Note 20) for the years ended December 31, 2018 and December 31, 2020; does not include
unvested awards and Class B units for the year ended December  31, 2019, because their effect would be anti-dilutive. The
2,490,000 Class B units were issued on June 30, 2019 and are included in the weighted average number of units outstanding

F-55

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

19. Earnings Per Unit (Continued)

for the calculation of diluted EPU from July 1,  2019 and onwards.  They become eligible for conversion on a one-for-one
basis into common units at GasLog’s option in six tranches  of 415,000 units per annum on July 1 of 2020 (Note 5), 2021,
2022, 2023, 2024 and 2025; as a result, they do not have an impact  on the calculation of basic EPU until conversion.

20. Share-based Compensation

The Partnership has granted to its executives  Restricted Common Units (‘‘RCUs’’) and
Performance Common Units (‘‘PCUs’’) in  accordance with  its  2015 Long-Term Incentive Plan (the
‘‘2015 Plan’’).

The details of the granted awards are  presented in the following table:

Awards

RCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
PCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
PCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
PCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
PCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
PCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
RCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
PCUs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Number

Grant date

16,999 April 1, 2015
16,999 April 1, 2015
24,925 April 1, 2016
24,925 April 1, 2016
26,097 April 3, 2017
26,097 April 3, 2017
24,608 April 2, 2018
24,608 April 2, 2018
26,308 April 1, 2019
26,308 April 1, 2019
233,688 April 1, 2020
233,688 April 1, 2020

Fair value at
grant  date

$24.12
$24.12
$16.45
$16.45
$23.85
$23.85
$23.40
$23.40
$22.99
$22.99
$ 2.02
$ 2.02

The RCUs and PCUs vest three years after the  grant dates subject to the recipients’  continued

service; vesting of the PCUs is also subject  to  the achievement of certain performance  targets in
relation to total unitholder return. Specifically, the  performance measure  is based  on the total
unitholder return (‘‘TUR’’) achieved  by the Partnership during the performance period, benchmarked
against the TUR of a selected group of peer companies. TUR  above the 75th  percentile of the  peer
group results in 100% of the award vesting; TUR between the 50th and  75th  percentile of the  peer
group results in 50% of award vesting;  TUR below  the 50th  percentile of the  peer group results in
none of the award vesting. The holders  are entitled  to  cash  distributions that are accrued  and settled
on vesting.

The awards are settled in cash or in  common units  at the sole discretion  of  the board  of directors
or such committee as may be designated by the  board  to  administer the  2015 Plan. These  awards  have
been treated as equity settled because the  Partnership has  no present obligation to settle  them in  cash.

Fair  value

The fair value per common unit of the RCUs and PCUs  in accordance with  the 2015 Plan was
determined by using the grant date closing price  of $24.12 for the 2015 grant, $16.45 for the 2016 grant,
$23.85 for the 2017 grant, $23.40 for the 2018 grant, $22.99  for the  2019 grant and $2.02 for the 2020
grant and was not further adjusted since the holders are  entitled to cash distributions.

F-56

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

20. Share-based Compensation (Continued)

Movement in RCUs and PCUs during  the  year

The summary of RCUs and PCUs is  presented below:

Number of
awards

Weighted
average
contractual life

Aggregate
fair value

RCUs
Outstanding as of January 1, 2019 . . . . . . . . . . . . . . . . . . . . . . . .
Granted during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

75,084
26,308
(24,925)

Outstanding as of December 31, 2019 . . . . . . . . . . . . . . . . . . . . .

76,467

Granted during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

233,688
(220,177)

Outstanding as of December 31, 2020 . . . . . . . . . . . . . . . . . . . . .

89,978

PCUs
Outstanding as of January 1, 2019 . . . . . . . . . . . . . . . . . . . . . . . .
Granted during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

75,084
26,308
(24,925)

Outstanding as of December 31, 2019 . . . . . . . . . . . . . . . . . . . . .

76,467

Granted during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Vested during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited during the year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

233,688
(213,955)
(6,222)

1.25
—
—

1.26

—
—

2.04

1.25
—
—

1.26

—
—
—

Outstanding as of December 31, 2020 . . . . . . . . . . . . . . . . . . . . .

89,978

2.04

1,595
605
(410)

1,790

472
(1,816)

446

1,595
605
(410)

1,790

472
(1,668)
(148)

446

The total expense recognized in respect of equity-settled employee benefits for the year ended
December 31, 2020 was $1,908 ($1,158  for  the year  ended December  31, 2019; $1,034 for the year
ended December 31, 2018). The total accrued  cash  distribution as of December 31,  2020 is  $129
(December 31, 2019: $530).

21. Taxation

Under the laws of the countries of the Partnership’s incorporation and the  vessels’  registration, the
Partnership is not subject to tax on international shipping income.  However, it is  subject to registration
and tonnage taxes, which are included in vessel operating costs in  the consolidated statement of profit
or loss.

Under the United States Internal Revenue Code of 1986,  as amended  (the  ‘‘Code’’), the  U.S.
source gross transportation income of  a ship-owning or chartering corporation, such as the Partnership,
is subject to a 4% U.S. Federal income tax without allowance for deduction,  unless that corporation
qualifies for exemption from tax under  Section  883 of the Code and the  Treasury  Regulations
promulgated thereunder. U.S. source gross transportation income consists  of 50% of the  gross shipping

F-57

GasLog  Partners LP
Notes to the consolidated financial statements  (Continued)
For the years ended December 31, 2018,  2019 and  2020
(All amounts expressed in thousands  of U.S. Dollars,  except unit  and  per  unit  data)

21. Taxation (Continued)

income that is attributable to transportation that begins or  ends, but  that  does not both begin and end,
in the United States.

The Partnership did not qualify for this exemption  for  the three years ended  December 31, 2020.

During  the year ended December 31,  2020,  the estimated U.S. source  gross transportation  tax was
$1,300 (December 31, 2019: $978 and  December  31, 2018:  $635).

22. Subsequent Events

On January 27, 2021, the board of directors of GasLog Partners approved  and declared  a quarterly

cash distribution, with respect to the quarter ended December 31, 2020, of $0.01  per  unit. The cash
distribution was paid on February 11, 2021, to all common unitholders of record as of  February 8, 2021.
The aggregate amount of the declared  distribution was $485.

On February 19, 2021, the board of directors  of  GasLog Partners approved  and declared  a
distribution on the Series A Preference  Units of  $0.5390625 per preference unit, a  distribution on  the
Series B Preference Units of $0.5125 per preference unit and a distribution  on the  Series C Preference
Units of  $0.53125 per preference unit.  The  cash distributions  are  payable on  March 15, 2021  to  all
unitholders of record as of March 8, 2021.

F-58

EXHIBIT 8.1

SUBSIDIARIES OF GASLOG PARTNERS LP

The following companies are subsidiaries of GasLog Partners LP:

Name  of Subsidiary

Jurisdiction of
Incorporation

Proportion of
Ownership Interest

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-three Ltd.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-four Ltd.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-five Ltd.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-seven Ltd.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-eight Ltd.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-eleven Ltd.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-twelve Ltd.
GAS-thirteen Ltd.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-fourteen Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-sixteen Ltd.
GAS-seventeen Ltd. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-nineteen Ltd . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-twenty Ltd . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAS-twenty one Ltd.
GAS-twenty seven Ltd.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GasLog Partners Holdings LLC . . . . . . . . . . . . . . . . . . . . . . . . . Marshall Islands

Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda
Bermuda

100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%

EXHIBIT 12.1

I, Paul A. Wogan certify that:

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

1.

I have reviewed this annual report on  Form  20-F of GasLog Partners  LP  (the  ‘‘Partnership’’);

2. Based on my  knowledge, this report does not contain any untrue statement  of  a material fact or

omit to state a material fact necessary  to  make the statements made,  in light  of the circumstances
under which such statements were made, not misleading with respect to the period  covered by this
report;

3. Based on my  knowledge, the financial statements, and  other financial  information included in  this
report, fairly present in all material respects the financial  condition, results of operations and  cash
flows of the Partnership as of, and for, the  periods presented  in this report;

4. The Partnership’s other certifying officer and  I are responsible for establishing and  maintaining
disclosure controls and procedures (as defined in  Exchange  Act Rules 13a-15(e) and 15d-15(e))
and  internal control over financial reporting  (as defined in  Exchange Act  Rules 13a-15(f)  and
15d-15(f)) for the Partnership and have:

(a) Designed such disclosure controls  and procedures,  or caused such disclosure controls and

procedures to be designed under our supervision,  to  ensure that material  information relating
to the Partnership, including its consolidated  subsidiaries, is made known  to  us by others
within those entities, particularly during the period in  which this report is being prepared;

(b) Designed such internal control over financial  reporting, or caused such internal control over
financial reporting to be designed under our  supervision, to  provide reasonable assurance
regarding the reliability of financial reporting  and  the preparation of financial statements for
external purposes in accordance with  generally accepted  accounting  principles;

(c) Evaluated the effectiveness of the  Partnership’s  disclosure controls  and  procedures  and

presented in this report our conclusions  about  the effectiveness of the disclosure controls and
procedures, as of the end of the period  covered  by this  report based on such evaluation; and

(d) Disclosed in this report any change  in the Partnership’s internal control over  financial

reporting that occurred during the period  covered  by the annual report  that  has materially
affected, or is reasonably likely to materially affect, the Partnership’s internal control over
financial reporting; and

5. The Partnership’s other certifying officer and  I have disclosed, based  on our most recent  evaluation

of internal control  over financial reporting, to the Partnership’s auditors and  the audit  committee
of the Partnership’s board of directors  (or  persons performing the  equivalent functions):

(a) All significant deficiencies and material weaknesses in the  design or operation of internal

control over financial reporting which  are  reasonably likely  to  adversely affect  the
Partnership’s ability to record, process, summarize and report financial  information;  and

(b) Any fraud, whether or not material, that involves management or other employees who have a

significant role in the Partnership’s internal  control over financial reporting.

Dated: March 2, 2021

By: /s/ PAUL A. WOGAN

Name: Paul A. Wogan
Title: Chief Executive Officer

EXHIBIT 12.2

I, Achilleas Tasioulas, certify that:

CERTIFICATION  OF CHIEF FINANCIAL OFFICER

1.

I have reviewed this annual report  on Form 20-F of  GasLog Partners  LP  (the  ‘‘Partnership’’);

2. Based on my knowledge, this report does  not  contain any untrue statement  of  a material fact or

omit to state a material fact necessary to make the statements made,  in light  of the circumstances
under which such statements were made, not misleading  with respect to the period  covered by this
report;

3. Based on my knowledge, the financial statements, and  other financial  information included in  this
report, fairly present in all material respects  the financial condition, results of operations and  cash
flows of the Partnership as of, and for, the periods presented  in this report;

4. The Partnership’s other certifying officer  and I are responsible for establishing and  maintaining
disclosure controls and procedures (as defined  in Exchange  Act Rules 13a-15(e) and 15d-15(e))
and  internal control over financial reporting (as  defined in  Exchange Act  Rules 13a-15(f)  and
15d-15(f)) for the Partnership and have:

(a) Designed such disclosure controls and  procedures, or caused such disclosure controls and

procedures to be designed under our  supervision, to ensure that material  information relating
to the Partnership, including its consolidated subsidiaries, is made known  to  us by others
within those entities, particularly during the  period  in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over
financial reporting to be designed under  our supervision,  to  provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting  principles;

(c) Evaluated the effectiveness of the Partnership’s disclosure controls  and  procedures  and

presented in this report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in  the Partnership’s internal control over  financial

reporting that occurred during the period covered by the annual report  that  has materially
affected, or is reasonably likely to materially affect, the Partnership’s internal control over
financial reporting; and

5. The Partnership’s other certifying officer  and I have disclosed, based  on our most recent  evaluation

of internal control over financial reporting,  to  the Partnership’s auditors and  the audit  committee
of the Partnership’s board of directors (or persons performing the  equivalent functions):

(a) All significant deficiencies and material weaknesses in the  design or operation of internal

control over financial reporting which are reasonably likely  to  adversely affect  the
Partnership’s ability to record, process, summarize  and report financial  information;  and

(b) Any fraud, whether or not material,  that involves management or other employees who have a

significant role in the Partnership’s internal control  over financial reporting.

Dated: March 2, 2021

By: /s/ ACHILLEAS TASIOULAS

Name: Achilleas Tasioulas
Title: Chief Financial Officer

EXHIBIT 13.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906  OF THE SARBANES-OXLEY ACT OF 2002

In connection with the annual report  on Form 20-F of  GasLog Partners  LP,  a limited partnership

organized under the laws of the Republic of the Marshall  Islands  (the  ‘‘Partnership’’),  for the  period
ending December 31, 2020, as filed with the Securities and Exchange  Commission on the date  hereof
(the ‘‘Report’’), the undersigned officer  of  the  Company certifies pursuant to 18 U.S.C.  Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.

2.

the Report fully complies with the requirements of Section 13(a) or 15(d) of the  Securities
Exchange Act of 1934; and

the information contained in the Report fairly  presents, in all material respects,  the financial
condition and results of operations of  the Partnership as  of, and for, the periods presented in  the
report.

The foregoing certification is provided  solely for purposes  of complying  with the provisions of
Section 906 of the Sarbanes-Oxley Act of 2002 and is not intended to be used or relied upon  for any
other  purpose.

Dated: March 2, 2021

By: /s/ PAUL A. WOGAN

Name: Paul A. Wogan
Title: Chief Executive Officer

EXHIBIT 13.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906  OF THE SARBANES-OXLEY ACT OF 2002

In connection with the annual report  on Form 20-F of  GasLog Partners  LP,  a limited partnership

organized under the laws of the Republic of the Marshall  Islands  (the  ‘‘Partnership’’),  for the  period
ending December 31, 2020, as filed with the Securities and Exchange  Commission on the date  hereof
(the ‘‘Report’’), the undersigned officer  of  the  Partnership certifies pursuant to 18  U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act  of  2002, that:

1.

2.

the Report fully complies with the requirements of Section 13(a) or 15(d) of the  Securities
Exchange Act of 1934; and

the information contained in the Report fairly  presents, in all material respects,  the financial
condition and results of operations of  the Partnership as  of, and for, the periods presented in  the
report.

The foregoing certification is provided  solely for purposes  of complying  with the provisions of
Section 906 of the Sarbanes-Oxley Act of 2002 and is not intended to be used or relied upon  for any
other  purpose.

Dated: March 2, 2021

By: /s/ ACHILLEAS TASIOULAS

Name: Achilleas Tasioulas
Title: Chief Financial Officer

CONSENT OF INDEPENDENT REGISTERED  PUBLIC  ACCOUNTING FIRM

We consent to the  incorporation by reference in Registration  Statements, No. 333-249399 on
Form F-3, and No. 333-203139 on Form S-8, of our reports dated  March 2, 2021, relating to the
consolidated financial statements of GasLog  Partners LP, and the effectiveness of GasLog  Partners LP’s
internal control over financial reporting, appearing in  this Annual  Report on Form 20-F  of GasLog
Partners LP for the year ended December 31, 2020.

EXHIBIT 13.3

Deloitte LLP

London, United Kingdom

March 2, 2021