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New Fortress Energy Announces Proposed Offering of $500 Million of Senior Secured Notes

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New Fortress Energy Inc. (NFE) plans to offer $500 million in senior secured notes due 2029 to repay debt and for general corporate purposes. The Notes will be guaranteed by subsidiaries and secured by collateral. The offering targets institutional buyers in the US and international investors.
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The announcement by New Fortress Energy Inc. regarding the offer of $500 million in senior secured notes due 2029 is a significant financial event that merits close examination. This type of debt issuance is a common strategy for corporations looking to manage their capital structures. It is essential to note that the proceeds are earmarked for repaying a portion of the company's existing debt, which could imply an effort to improve the company's debt maturity profile and reduce interest expenses. However, the interest rate and terms of the new notes will be critical in determining whether this refinancing will be accretive to the company's financial health.

Investors should consider the creditworthiness of New Fortress Energy, as senior secured notes offer a higher claim on assets than unsecured notes in the event of default, potentially making them a less risky investment. The fact that these notes are being offered to qualified institutional buyers and to persons outside the United States suggests a targeted approach to raise capital within a regulatory framework designed to protect investors. The success of this offering could influence the company's stock performance, depending on market perception of the company's leverage and future financial flexibility.

From a legal perspective, the offering of senior secured notes by New Fortress Energy Inc. is subject to stringent securities regulations. The company is utilizing Rule 144A and Regulation S under the Securities Act of 1933, which are mechanisms that allow the sale of securities to qualified institutional buyers and non-U.S. persons, respectively, without the need for a public registration. This approach enables the company to expedite the capital-raising process while still complying with U.S. securities laws.

It is important for potential investors to understand that these notes will not be registered under the Securities Act or any state securities laws, which means they are subject to restrictions on their transferability and cannot be sold to the general public. The company's adherence to the cautionary language regarding the offer and sale of securities underscores the importance of regulatory compliance and the potential legal repercussions of non-compliance.

When analyzing the impact of New Fortress Energy's planned debt offering on the market, it is imperative to consider the broader industry context. The energy sector and specifically companies involved in energy infrastructure and operations, often require significant capital for their projects. The use of senior secured notes is a strategic move that can reflect the company's confidence in its asset base and its ability to generate stable cash flows.

Market response to such offerings can vary based on current economic conditions, interest rates and investor appetite for corporate debt. A successful offering at favorable rates could signal market confidence in New Fortress Energy's financial stability and growth prospects. Conversely, if the offering encounters weak demand or requires high-interest rates to attract buyers, it could indicate market concerns about the sector or the company's financial outlook. Monitoring peer offerings and market trends will provide additional context for evaluating the potential success of this offering and its implications for the company's stock valuation.

NEW YORK--(BUSINESS WIRE)-- New Fortress Energy Inc. (NASDAQ: NFE) (the “Company”) announced today that it intends to offer $500 million aggregate principal amount of senior secured notes due 2029 (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, other than certain excluded entities, 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 the net proceeds from the offering to repay a portion of its outstanding indebtedness, including any fees and related expenses, and/or for general corporate purposes.

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.

Cautionary Language Regarding Forward-Looking Statements

This press release contains certain statements and information that may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, 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. You can identify these forward-looking statements by the use of forward-looking words such as “expects,” “may,” “will,” “can,” “could,” “should,” “predicts,” “intends,” “plans,” “estimates,” “anticipates,” “believes,” “schedules,” “progress,” “targets,” “budgets,” “outlook,” “trends,” “forecasts,” “projects,” “guidance,” “focus,” “on track,” “goals,” “objectives,” “strategies,” “opportunities,” “poised,” or the negative version of those words or other comparable words. Such forward-looking statements are necessarily estimates based upon current information and involve a number of risks, uncertainties and other factors, many of which are outside of the Company’s control. Actual results or events may differ materially from the results anticipated in these forward-looking statements.

Any forward-looking statement speaks only as of the date on which it is made, and we undertake no duty to update or revise any forward-looking statements, even though our situation may change in the future or we may become aware of new or updated information relating to such forward-looking statements. New factors emerge from time to time, and it is not possible for the Company to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements included in New Fortress Energy Inc.’s annual and quarterly reports filed with the Securities and Exchange Commission, which could cause its actual results to differ materially from those contained in any forward-looking statement.

Investor Relations:

Chance Pipitone

ir@newfortressenergy.com

Media Relations:

Ben Porritt

press@newfortressenergy.com

(516) 268-7403

Source: New Fortress Energy Inc.

FAQ

What is New Fortress Energy Inc. (NFE) planning to offer?

NFE plans to offer $500 million aggregate principal amount of senior secured notes due 2029 in a private offering.

How will the Notes be secured?

The Notes will be guaranteed on a senior secured basis by domestic and foreign subsidiaries that are wholly-owned restricted subsidiaries of the Company.

Who are the target buyers for the offering?

The Notes and guarantees will be offered to qualified institutional buyers in the US under Rule 144A and to persons outside the US under Regulation S.

What are the intended uses of the net proceeds from the offering?

The Company plans to use the net proceeds to repay a portion of its outstanding debt, including any fees and related expenses, and/or for general corporate purposes.

Are the Notes and guarantees registered under the Securities Act?

No, the Notes and guarantees will not be registered under the Securities Act or any state securities laws.

New Fortress Energy Inc.

NASDAQ:NFE

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Utilities - Regulated Gas
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