New Fortress Energy Enters Material Definitive Agreement

Ticker: NFE · Form: 8-K · Filed: Mar 8, 2024 · CIK: 1749723

New Fortress Energy INC. 8-K Filing Summary
FieldDetail
CompanyNew Fortress Energy INC. (NFE)
Form Type8-K
Filed DateMar 8, 2024
Risk Levelmedium
Pages6
Reading Time7 min
Key Dollar Amounts$0.01, $750,000,000, $375 million
Sentimentneutral

Sentiment: neutral

Topics: material-definitive-agreement, financial-obligation, 8-k

TL;DR

NFE just signed a big deal, creating new financial obligations. Details in the 8-K.

AI Summary

On March 8, 2024, New Fortress Energy Inc. entered into a material definitive agreement. This agreement creates a direct financial obligation for the registrant. The filing also includes financial statements and exhibits related to this event.

Why It Matters

This filing indicates a significant new financial commitment or arrangement for New Fortress Energy, which could impact its financial obligations and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and creating new financial obligations can introduce financial risks and operational changes that warrant investor attention.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by New Fortress Energy?

The filing states that New Fortress Energy Inc. entered into a material definitive agreement on March 8, 2024, which creates a direct financial obligation for the registrant. Specific details of the agreement are not provided in this summary.

What are the key items reported in this 8-K filing?

This 8-K filing reports on the entry into a material definitive agreement, the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement, and includes financial statements and exhibits.

When was this 8-K filing submitted?

The filing was submitted on March 8, 2024.

What is the principal executive office address for New Fortress Energy Inc.?

The address of the Principal Executive Offices is 111 W. 19th Street, 8th Floor, New York, NY 10011.

What is the SIC code for New Fortress Energy Inc.?

The Standard Industrial Classification (SIC) code for New Fortress Energy Inc. is 4924, which corresponds to NATURAL GAS DISTRIBUTION.

Filing Stats: 1,789 words · 7 min read · ~6 pages · Grade level 14 · Accepted 2024-03-08 16:58:38

Key Financial Figures

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On March 8, 2024 (the "Issue Date"), New Fortress Energy Inc. (the "Company") closed its previously announced private offering of $750,000,000 aggregate principal amount of 8.750% senior secured notes due 2029 (the "Notes"). The Notes were issued pursuant to an indenture, dated as of March 8, 2024 (the "Indenture"), by and among the Company, the subsidiary guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee and as notes collateral agent. As of the Issue Date, the Notes will be guaranteed, jointly and severally, subject to certain exceptions and thresholds, by each domestic subsidiary and foreign subsidiary that is a wholly-owned restricted subsidiary of the Company, other than (as defined in the Indenture) (i) any Qualified Liquefaction Development Entities, (ii) any Receivables Subsidiaries, (iii) any Immaterial Subsidiaries, (iv) any Captive Insurance Subsidiaries, (v) any not-for-profit or special purpose Subsidiaries and (vi) any Subsidiary with respect to which a guarantee would result in material adverse tax consequences, as reasonably determined by the Company (the "guarantors"). The Notes and the guarantees thereof will be senior secured obligations of the Company and the guarantors, secured on a first-priority basis by liens on the Collateral (as defined in the Indenture), subject to permitted liens and certain other exceptions. The Notes will bear interest at a rate of 8.750% per annum, payable semi-annually in arrears on March 15 and September 15 of each year, commencing on September 15, 2024, to persons who are registered holders of the Notes on the immediately preceding March 1 and September 1, respectively. The Indenture limits the ability of the Company and its restricted subsidiaries to, among other things, incur additional indebtedness or issue certain preferred shares, incur liens that secure indebtedness, make restricted payments, create dividend rest

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Indenture, dated March 8, 2024, by and among New Fortress Energy, Inc., the subsidiary guarantors from time to time party thereto, and U.S. Bank Trust Company, National Association, as trustee and as notes collateral agent. 4.2 Pledge and Security Agreement, dated March 8, 2024, by and among New Fortress Energy Inc., the subsidiary guarantors, from time to time party thereto, and U.S. Bank Trust Company, National Association, as notes collateral agent. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). Cautionary Statement Regarding Forward-Looking Statements This communication contains certain statements and information that may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this communication 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," "approximately," "predicts," "intends," "plans," "estimates," "anticipates," or the negative version of those words or other comparable words. It is uncertain whether any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what impact they will have on the results of operations and financial condition or the stock prices of the Company. These forward-looking statements represent the Company's expectations or beliefs concerning future events, and it is possible that the results described herein will not be achieved. These forward-looking statements are necessarily estimates based upon current information and are subject to risks, uncertainties and other factors, many of which are outside

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. NEW FORTRESS ENERGY INC. Date:March 5, 2024 By: /s/ Christopher S. Guinta Name: Christopher S. Guinta Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR

View on Read The Filing