M&A - New Fortress Energy Inc.

Form Type: 8-K

Filing Date: 2025-05-21

Corporate Action: Acquisition

Type: New

Accession Number: 000174972325000073

Filing Summary: On May 14, 2025, New Fortress Energy Inc. completed the acquisition of its business in Jamaica by Excelerate Energy Limited Partnership for $1.055 billion in cash. This acquisition was conducted under the equity and asset purchase agreement dated March 26, 2025, which included terms for adjustments based on cash, indebtedness, transaction expenses, working capital, and inventory. The agreement details and transaction structure are further referenced in a previously filed Form 8-K from March 27, 2025. Pro forma financial statements reflecting this acquisition are included as exhibit 99.3 in this filing.

Form Type: 8-K

Filing Date: 2025-05-12

Corporate Action: Acquisition

Type: New

Accession Number: 000174972325000057

Filing Summary: On May 12, 2025, New Fortress Energy Inc. engaged in a significant transaction, entering into the Twelfth Amendment to their Credit Agreement in anticipation of selling their Jamaican business to Excelerate Energy Limited Partnership. This Asset Sale allows the company to amend funding arrangements that will enable them to use $270,000,000 from the proceeds for outstanding loans prior to its due date in September 2025. Additionally, the company entered the Fifth and Eighth Amendments to their respective Credit Agreements with various modifications including higher applicable margins on loans and adjustments to financial covenants. These steps are intended to facilitate the restructuring of outstanding debts while strategically positioning the company for ongoing operations and investments following the asset sale.

Form Type: 8-K

Filing Date: 2025-03-27

Corporate Action: Acquisition

Type: New

Accession Number: 000174972325000032

Filing Summary: On March 26, 2025, New Fortress Energy Inc. entered into an equity and asset purchase agreement with Excelerate Energy Limited Partnership for the sale of its business in Jamaica for approximately $1.055 billion. This transaction is contingent on several customary closing conditions, including completion of pre-closing restructuring. The expected closing date is in the second quarter of 2025, with provisions for termination rights and potential reimbursements for costs if the agreement is breached or not closed by defined dates. A press release detailing this transaction was issued on March 27, 2025, and attached to the filing as Exhibit 99.1.