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New Fortress Energy Announces Proposed Offering of $1.5 Billion of Senior Secured Notes

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New Fortress Energy (NASDAQ: NFE) announced a private offering of $1.5 billion senior secured notes due September 2026. These notes will be guaranteed by its domestic and foreign subsidiaries and secured by collateral similar to its existing obligations. The proceeds will fund the acquisition of Golar LNG Partners L.P. and cover related expenses, with any remaining funds allocated for general corporate purposes. The offering is intended for qualified institutional buyers under Rule 144A and Regulation S of the Securities Act.

Positive
  • Company plans to raise $1.5 billion through senior secured notes.
  • Proceeds will fund acquisition of Golar LNG Partners L.P., enhancing growth.
  • Guaranteed by subsidiaries, providing a level of security for investors.
Negative
  • Notes not registered under the Securities Act, limiting their market potential.
  • Risks associated with the use of proceeds, particularly in acquisitions.

New Fortress Energy Inc. (NASDAQ: NFE) (the “Company”) announced today that it intends to offer $1.5 billion aggregate principal amount of senior secured notes due September 2026 (the “Notes”) in a private offering, subject to market and other conditions.

Subject to certain exceptions and thresholds, the Notes will be guaranteed on a senior secured basis by each domestic subsidiary and foreign subsidiary that is a wholly-owned restricted subsidiary of the Company that is a guarantor under its existing senior secured notes. The Notes will be secured by substantially the same collateral as the Company’s existing first lien obligations under its existing senior secured notes.

The Company intends to use a portion of the net proceeds from this offering to fund the cash consideration for its previously announced acquisition of Golar LNG Partners L.P. and pay related fees and expenses. The Company intends to use any remaining proceeds from this offering for general corporate purposes, including making investments in developing projects. The Notes will be subject to a special mandatory redemption.

The Notes and the guarantees thereof will be offered in the United States to qualified institutional buyers under Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to persons outside of the United States under Regulation S under the Securities Act. The Notes and the guarantees thereof will not be registered under the Securities Act or any state securities laws, and, unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

About New Fortress Energy Inc.

New Fortress Energy is a global energy infrastructure company founded to help accelerate the world’s transition to clean energy. The company funds, builds and operates natural gas infrastructure and logistics to rapidly deliver fully integrated, turnkey energy solutions that enable economic growth, enhance environmental stewardship and transform local industries and communities.

Cautionary Language Regarding Forward-Looking Statements

This press release contains forward-looking statements, including but not limited to statements regarding the consummation of the offering or the Company’s anticipated use of the net proceeds from the offering. All statements contained in this press release other than historical information are forward-looking statements that involve known and unknown risks and relate to future events, our future financial performance or our projected business results. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “projects,” “targets,” “potential” or “continue” or the negative of these terms or other comparable terminology. Such forward-looking statements are necessarily estimates based upon current information and involve a number of risks and uncertainties. Actual events or results may differ materially from the results anticipated in these forward-looking statements as a result of a variety of factors.

All forward-looking statements speak only as of the date on which it is made. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in our annual, quarterly and other reports we file with the SEC. We undertake no duty to update these forward-looking statements, even though our situation may change in the future. Furthermore, we cannot guarantee future results, events, levels of activity, performance, projections or achievements.

FAQ

What is the amount of the notes offered by New Fortress Energy?

New Fortress Energy is offering $1.5 billion in senior secured notes.

When are the secured notes due?

The senior secured notes are due in September 2026.

What will the proceeds from the notes be used for?

Proceeds will fund the acquisition of Golar LNG Partners L.P. and cover related fees.

Who can purchase the notes offered by NFE?

The notes are offered to qualified institutional buyers under Rule 144A and to persons outside the U.S. under Regulation S.

Are the notes registered under the Securities Act?

No, the notes and their guarantees will not be registered under the Securities Act.

New Fortress Energy Inc.

NASDAQ:NFE

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