NFE completes acquisition of 1.6 GW Brazil power asset; construction started, annual capacity payments exceed $280M

New Fortress Energy Inc.

Issued 96,746 shares of 4.8% Series A Convertible Preferred Stock (~$96.7M liquidation preference) to Ceiba Energy for full equity of Portocem, assuming certain liabilities.
Annual fixed capacity payments of >$280 million under a 15-year PPA; commercial operations expected by August 2026.
Power plant construction underway at NFE's existing LNG terminal in Barcarena, Brazil; total contracted power at site now exceeds 2.2 GW.
Preferred stock convertible at $47.43 per share, pays cumulative quarterly dividends at 4.8% annual rate, senior to common stock in dividends and liquidation.
Registration rights agreement requires NFE to file resale registration for common shares underlying the preferred within five business days.

item 1.01 item 3.02 item 3.03 item 5.03 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

New Fortress Energy Inc.: Filed Certificate of Designations for Series A Convertible Preferred Stock establishing terms, preferences, and voting rights (effective 2024-03-20).

Change: charter amendment
Effective: 2024-03-20

Exact text from the filing

On March 20, 2024, the Company filed a Certificate of Designations (the “Certificate of Designations”) with the Secretary of State of the State of Delaware to designate 96,746 shares of the Series A Convertible Preferred Stock

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

New Fortress Energy Inc. entered into Registration Rights Agreement with Ceiba Energy Fundo de Investimento em Participações Multiestratégia- Investimento no Exterior (effective 2024-03-19).

Action: entry
Counterparty: Ceiba Energy Fundo de Investimento em Participações Multiestratégia- Investimento no Exterior
Effective: 2024-03-19

Exact text from the filing

New Fortress Energy Inc. (the “Company”) entered into a Registration Rights Agreement, dated as of March 19, 2024 (the “Registration Rights Agreement”), with Ceiba Energy Fundo de Investimento em Participações Multiestratégia- Investimento no Exterior (“Ceiba Energy”) requiring the Company to register the resale of the shares of the Company’s Class A common stock, par value $0.01 per share (the “Common Stock”) underlying the Company’s 4.8% Series A Convertible Preferred Stock, par value $0.01 per share and liquidation preference of $1,000.00 per share (the “Series A Convertible Preferred Stock”), issued to Ceiba Energy in the Exchange.

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236 governance changes filed in the last 30 days. Browse all governance changes →

New Fortress Energy Inc. filing history →

Source: SEC EDGAR

accession 0001749723-24-000022

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