New Fortress announces commitments for $885M senior secured notes offering

New Fortress Energy (NFE) announced that its subsidiary NFE Brazil Financing Limited, a private limited company incorporated under the laws of England and Wales has received commitments for the proposed offering of $885 million aggregate principal amount of senior secured notes due 2029 to be issued by NFE Brazil. The Notes will bear interest at a rate of 12.00% per annum, payable in kind semi-annually on May 15 and November 15, and will mature three years from the issue date. The Notes will not be subject to any call protection or financial covenants. The Offering includes a commitment premium, payable in kind. The Commitments were provided by certain holders of the 12.00% senior notes due 2029 issued by NFE Financing LLC. Each Existing 2029 Noteholder has the opportunity to subscribe for its ratable share of the Notes. Any Existing 2029 Noteholder that provides a commitment to subscribe for its share of the Notes by May 18, 2026 will receive its pro rata share of the Commitment Premium upon the closing of the financing. NFE Brazil intends to use the net proceeds from the Offering for the following purposes: up to approximately $368 million for operations, capital expenditures, working capital, letter of credit and similar needs, transaction costs, and payment in full of all trade payables owed to NFE as of the issue date, approximately $52 million to refinance the existing bridge term loan held by NFE Brazil Holdings, approximately $420 million to refinance certain existing notes issued by NFE Brazil, and approximately $45 million to certain cash reserves established in connection with the UK RP. The Offering is being contemplated in parallel with a broader recapitalization of NFE. As part of the UK RP, the Brazil operations will be separated from NFE and owned by a consortium of leading global institutional investors. The transaction is expected to close by the third quarter of 2026, subject to customary conditions and regulatory approvals.