What changed in this filing

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Item 1. Financial Statements

2022-08-05 compared with 2022-05-06 · 423 added, 285 removed, 766 unchanged (48% of the section changed)

2 unchanged sentences

Condensed Consolidated Balance Sheets

As of March 31, 2022 and December 31, 2021

As of June 30, 2022 and December 31, 2021

(Unaudited, in thousands of U.S.

dollars, except share amounts)

March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021

Current assets

31 unchanged sentences

Stockholders’ equity

Class A common stock, $ 0.01 par value, 750.0 million shares authorized, 207.5 million issued and outstanding as of March 31, 2022;

Class A common stock, $ 0.01 par value, 750.0 million shares authorized, 207.6 million issued and outstanding as of June 30, 2022 ;

206.9 million issued and outstanding as of December 31, 2021

Additional paid-in capital 1,868,618 1,923,990

Retained earnings (accumulated deficit) 105,870 ( 132,399 )

Accumulated deficit ( 63,895 ) ( 132,399 )

Accumulated other comprehensive income (loss) 78,232 ( 2,085 )

6 unchanged sentences

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

For the three months ended March 31, 2022 and 2021

For the three and six months ended June 30, 2022 and 2021

Unaudited, in thousands of U.S.

dollars, except share and per share amounts)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Operating revenue $ 497,240 $ 102,836 $ 897,315 $ 194,032

9 unchanged sentences

Depreciation and amortization 36,356 26,997 70,646 36,886

Asset impairment expense 48,109 — 48,109 —

Total operating expenses 451,160 236,080 789,822 404,071

2 unchanged sentences

Other (income), net ( 22,102 ) ( 7,457 ) ( 41,827 ) ( 8,058 )

Net income (loss) before income from equity method investments and income taxes 141,265 ( 40,386 )

Income from equity method investments 50,235 —

Tax benefit ( 49,681 ) ( 877 )

Net income (loss) 241,181 ( 39,509 )

Net (income) loss attributable to non-controlling interest ( 2,912 ) 1,606

Net income (loss) attributable to stockholders $ 238,269 $ ( 37,903 )

Net income (loss) per share – basic $ 1.14 $ ( 0.21 )

Net income (loss) per share – diluted $ 1.13 $ ( 0.21 )

Net income (loss) before (loss) income from equity method investments and income taxes 107,957 ( 36,266 ) 249,222 ( 76,652 )

(Loss) income from equity method investments ( 372,927 ) 38,941 ( 322,692 ) 38,941

Tax (benefit) provision ( 86,539 ) 4,409 ( 136,220 ) 3,532

Net (loss) income ( 178,431 ) ( 1,734 ) 62,750 ( 41,243 )

Net income attributable to non-controlling interest 8,666 ( 4,310 ) 5,754 ( 2,704 )

Net loss attributable to stockholders $ ( 169,765 ) $ ( 6,044 ) $ 68,504 $ ( 43,947 )

Net (loss) income per share – basic $ ( 0.81 ) $ ( 0.03 ) $ 0.33 $ ( 0.23 )

Net (loss) income per share – diluted $ ( 0.81 ) $ ( 0.03 ) $ 0.33 $ ( 0.23 )

Weighted average number of shares outstanding – basic 209,669,188 202,331,304 209,797,133 189,885,473

1 unchanged sentence

Other comprehensive income (loss):

Net income (loss) $ 241,181 $ ( 39,509 )

Net (loss) income $ ( 178,431 ) $ ( 1,734 ) $ 62,750 $ ( 41,243 )

Currency translation adjustment ( 39,703 ) 101,690 81,127 100,693

Comprehensive income (loss) 362,011 ( 40,506 )

Comprehensive (income) loss attributable to non-controlling interest ( 4,868 ) 2,480

Comprehensive income (loss) attributable to stockholders $ 357,143 $ ( 38,026 )

Comprehensive (loss) income ( 218,134 ) 99,956 143,877 59,450

Comprehensive income attributable to non-controlling interest 9,812 ( 4,637 ) 4,944 ( 2,157 )

Comprehensive (loss) income attributable to stockholders $ ( 208,322 ) $ 95,319 $ 148,821 $ 57,293

The accompanying notes are an integral part of these condensed consolidated financial statements.

1 unchanged sentence

Condensed Consolidated Statements of Changes in Stockholders’ Equity

For the three months ended March 31, 2022 and 2021

For the three and six months ended June 30, 2022 and 2021

(Unaudited, in thousands of U.S.

18 unchanged sentences

207,542,351 $ 2,076 $ 1,888,842 $ 105,870 $ 116,789 $ 204,328 $ 2,317,905

Net income (loss) — — — ( 169,765 ) — ( 8,666 ) ( 178,431 )

Other comprehensive loss — — — — ( 38,557 ) ( 1,146 ) ( 39,703 )

Share-based compensation expense — — 358 — — — 358

Issuance of shares for vested RSUs 13,898 — — — — — —

Dividends — — ( 20,582 ) — — ( 7,019 ) ( 27,601 )

Balance as of June 30, 2022

207,556,249 $ 2,076 $ 1,868,618 $ ( 63,895 ) $ 78,232 $ 187,497 $ 2,072,528

Class A common stock Additional

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175,320,414 $ 1,746 $ 551,135 $ ( 267,406 ) $ 59 $ 5,647 $ 291,181

Net (loss) income — — — ( 6,044 ) — 4,310 ( 1,734 )

Other comprehensive income — — — — 101,363 327 101,690

Share-based compensation expense — — 1,613 — — — 1,613

Shares issued as consideration in business combinations 31,372,549 314 1,400,470 — — — 1,400,784

Issuance of shares for vested RSUs 8,930 — — — — — —

Shares withheld from employees related to share-based compensation, at cost ( 3,329 ) — ( 164 ) — — — ( 164 )

Non-controlling interest acquired in business combinations — — — — — 229,285 229,285

Dividends — — ( 20,736 ) — — ( 20,736 )

Balance as of June 30, 2021

206,698,564 $ 2,060 $ 1,932,318 $ ( 273,450 ) $ 101,422 $ 239,569 $ 2,001,919

The accompanying notes are an integral part of these condensed consolidated financial statements.

1 unchanged sentence

Condensed Consolidated Statements of Cash Flows

For the three months ended March 31, 2022 and 2021

For the six months ended June 30, 2022 and 2021

(Unaudited, in thousands of U.S.

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities

3 unchanged sentences

Depreciation and amortization 71,172 37,462

(Earnings) of equity method investees ( 50,235 ) —

Loss (earnings) of equity method investees 322,692 ( 38,941 )

Drydocking expenditure ( 12,439 ) —

Dividends received from equity method investees 14,859 7,386

Sales-type lease payments received in excess of interest income 1,426 2,388

Change in market value of derivatives ( 9,798 ) ( 7,073 )

Deferred taxes ( 178,109 ) 2,447

Change in value of investment of equity securities 1,090 ( 88 )

Share-based compensation 1,238 3,383

Asset impairment expense 48,109 —

Other 671 275

2 unchanged sentences

(Increase) in inventories ( 35,167 ) ( 35,458 )

(Increase) in other assets ( 15,440 ) ( 36,943 )

(Increase) Decrease in other assets ( 58,949 ) 3,679

Decrease in right-of-use assets 35,265 2,072

Increase (Decrease) in accounts payable/accrued liabilities 68,520 ( 22,399 )

Increase in amounts due to affiliates 2,035 1,879

(Decrease) in lease liabilities ( 11,773 ) ( 10,584 )

Increase in accounts payable/accrued liabilities 71,603 24,732

Increase (Decrease) in amounts due to affiliates 1,238 ( 2,919 )

(Decrease) Increase in lease liabilities ( 31,352 ) 133

Decrease in other liabilities ( 13,906 ) ( 25,279 )

2 unchanged sentences

Capital expenditures ( 441,708 ) ( 235,324 )

Cash paid for business combinations, net of cash acquired — ( 1,586,042 )

Entities acquired in asset acquisitions, net of cash acquired — ( 8,817 )

7 unchanged sentences

Payment of dividends ( 47,374 ) ( 41,346 )

Net cash provided by (used in) financing activities 36,836 ( 47,891 )

Net cash provided by financing activities 226,654 1,544,584

Effect of exchange rate changes on cash, cash equivalents and restricted cash ( 2,018 ) ( 1,317 )

5 unchanged sentences

Liabilities associated with consideration paid for entities acquired in asset acquisitions — 9,959

Consideration paid in shares for business combinations — 1,400,784

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

The Company owns and operates natural gas and liquefied natural gas ("LNG") infrastructure and an integrated fleet of ships and logistics assets to rapidly deliver turnkey energy solutions to global markets.

The Company has liquefaction, regasification and power generation operations in the United States, Jamaica and Brazil.

Subsequent to the Mergers (defined below), the Company has marine operations with vessels operating under time charters and in the spot market globally.

On April 15, 2021, the Company completed the acquisitions of Hygo Energy Transition Ltd.

(“Hygo”) and Golar LNG Partners LP (“GMLP”);

referred to as the “Hygo Merger” and “GMLP Merger,” respectively and, collectively, the “Mergers.” As a result of the Hygo Merger, the Company acquired a 50 % interest in a 1.5GW power plant in Sergipe, Brazil (the “Sergipe Power Plant”) and its operating FSRU terminal in Sergipe, Brazil (the “Sergipe Facility”), as well as a terminal and power plant under development in the State of Pará, Brazil (the “Barcarena Facility” and " Barcarena Power Plant," respectively), a terminal under development on the southern coast of Brazil (the “Santa Catarina Facility”) and the Nanook , a newbuild FSRU moored and in service at the Sergipe Facility.

As a result of the Mergers, the Company acquired a fleet of six other FSRUs, six LNG carriers and an interest in a floating liquefaction vessel, the Hilli Episeyo (the “Hilli”), each of which are expected to help support the Company’s existing facilities and international project pipeline.

Acquired FSRUs are operating in Brazil, Kuwait, Indonesia and Jordan under time charters, and uncontracted vessels are available for short term employment in the spot market.

The Company has liquefaction, regasification and power generation operations in the United States, Jamaica, Mexico and Brazil.

The Company also has marine operations with vessels operating under time charters and in the spot market globally.

The Company currently conducts its business through two operating segments, Terminals and Infrastructure and Ships.

2 unchanged sentences

The accompanying unaudited interim condensed consolidated financial statements contained herein were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and reflect all normal and recurring adjustments which are, in the opinion of management, necessary to provide a fair statement of the financial position, results of operations and cash flows of the Company for the interim periods presented.

These condensed consolidated financial statements and accompanying notes should be read in conjunction with the Company’s annual audited consolidated financial statements and accompanying notes included in its Annual Report on Form 10-K for the year ended December 31, 2021.

Certain prior year amounts have been reclassified to confirm to current year presentation.

Certain prior year amounts have been reclassified to conform to current year presentation.

The preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions, impacting the reported amounts of assets and liabilities, net earnings and disclosures of contingent assets and liabilities as of the date of the consolidated financial statements.

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ASU 2020-06 requires entities to provide expanded disclosures about the terms and features of convertible instruments and amends certain guidance in ASC 260 on the computation of EPS for convertible instruments and contracts on an entity’s own equity.

ASU 2020-06 is effective for public companies for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years, with

early adoption of all amendments in the same period permitted.

ASU 2020-06 is effective for public companies for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years, with early adoption of all amendments in the same period permitted.

The adoption of this guidance in the first quarter of 2022 did not have a material impact on the Company’s financial position, results of operations or cash flows.

On April 15, 2021, the Company completed the acquisition of all of the outstanding common and preferred shares representing all voting interests of Hygo, a 50 - 50 joint venture between Golar LNG Limited (“GLNG”) and Stonepeak Infrastructure Fund II Cayman (G) Ltd., a fund managed by Stonepeak Infrastructure Partners (“Stonepeak”), in exchange for 31,372,549 shares of NFE Class A common stock and $ 580,000 in cash.

The acquisition of Hygo expanded the Company’s footprint in South America with three gas-to-power projects in Brazil’s large and fast-growing market.

On April 15, 2021, the Company completed the acquisition of all of the outstanding common and preferred shares representing all voting interests of Hygo Energy Transition Ltd.

(“Hygo”), a 50 - 50 joint venture between Golar LNG Limited (“GLNG”) and Stonepeak Infrastructure Fund II Cayman (G) Ltd., a fund managed by Stonepeak Infrastructure Partners (“Stonepeak”), in exchange for 31,372,549 shares of NFE Class A common stock and $ 580,000 in cash (the "Hygo Merger").

The acquisition of Hygo expanded the Company’s footprint in South America with three gas-to-power

projects in Brazil’s large and fast-growing market.

Assets acquired as a result of the Hygo Merger included a 50 % interest in a 1.5 GW power plant in Sergipe, Brazil (the “Sergipe Power Plant”) and its operating FSRU terminal in Sergipe, Brazil (the “Sergipe Facility”), as well as a terminal and power plant under development in the State of Pará, Brazil (the “Barcarena Facility” and " Barcarena Power Plant," respectively), and a terminal under development on the southern coast of Brazil (the “Santa Catarina Facility”).

In addition, the Company also acquired included two LNG carriers and the Nanook , a newbuild FSRU moored and in service at the Sergipe Facility.

Based on the closing price of NFE’s common stock on April 15, 2021, the total value of consideration in the Hygo Merger was $ 1.98 billion, shown as follows:

9 unchanged sentences

The total purchase price of the transaction was allocated to identifiable assets acquired, liabilities assumed and non-controlling interests of Hygo based on their respective estimated fair values as of the closing date.

The process of estimating the fair values of certain tangible assets, identifiable intangible assets and assumed liabilities requires the use of judgment, including determining the appropriate assumptions and estimates.

As of March 31, 2022, the allocation of the purchase price is preliminary due to the finalization of the evaluation of tax related matters.

The purchase price allocation will be finalized once such matters have been resolved.

Accordingly, the fair value estimates presented below relating to this item is subject to change within the measurement period not to exceed one year from the date of acquisition.

Fair values assigned to the assets acquired, liabilities assumed and non-controlling interests of Hygo as of the closing date were as follows:

The final adjusted fair values assigned to the assets acquired, liabilities assumed and non-controlling interests of Hygo as of the closing date were as follows:

April 15, 2021

33 unchanged sentences

global intangible low-taxed income ("GILTI") computation.

The Company’s results of operations for the three months ended March 31, 2022 include Hygo’s result of operations for the entire quarter.

Revenue and net income attributable to Hygo during the period was $ 21,962 and $ 120,698 , respectively.

On April 15, 2021, the Company completed the acquisition of all of the outstanding common units, representing all voting interests, of GMLP in exchange for $ 3.55 in cash per common unit and for each of the outstanding membership interest of GMLP’s general partner.

The Company’s results of operations for the six months ended June 30, 2022 include Hygo’s result of operations for the entire period.

Revenue and net loss attributable to Hygo during the period was $ 49,391 and $ 179,826 , respectively.

On April 15, 2021, the Company completed the acquisition of all of the outstanding common units, representing all voting interests, of Golar LNG Partners LP ("GMLP") in exchange for $ 3.55 in cash per common unit and for each of the outstanding membership interest of GMLP’s general partner (the "GMLP Merger, and collectively with the Hygo Merger,

the "Mergers").

In conjunction with the closing of the GMLP Merger, NFE simultaneously extinguished a portion of GMLP’s debt for total consideration of $ 1.15 billion.

With the GMLP Merger, the Company acquired vessels to support the existing terminals and business development pipeline, as well as an interest in a floating natural gas facility (“FLNG”), which is expected to provide consistent cash flow streams under a long-term tolling arrangement.

As a result of the GMLP Merger, the Company acquired a fleet of six FSRUs and four LNG carriers, which are expected to help support the Company’s existing facilities and international business development pipeline.

Acquired FSRUs are operating in Brazil, Indonesia and Jordan under time charters, and uncontracted vessels are available for short term employment in the spot market.

Assets acquired also included an interest in a floating natural gas liquefaction vessel ("FLNG"), the Hilli Episeyo (the "Hilli"), which is expected to provide consistent cash flow streams under a long-term tolling arrangement.

The interest in the FLNG facility also provides the Company access to intellectual property that will be used to develop future FLNG solutions.

12 unchanged sentences

The total purchase price of the transaction was allocated to identifiable assets acquired, liabilities assumed and non-controlling interests of GMLP based on their respective estimated fair values as of the closing date.

As of March 31, 2022, the allocation of the purchase price is preliminary due to the finalization of the evaluation of tax related matters.

The purchase price allocation will be finalized once such matters have been resolved.

Accordingly, the fair value estimates presented below relating to this item is subject to change within the measurement period not to exceed one year from the date of acquisition.

Fair values assigned to the assets acquired, liabilities assumed and non-controlling interests of GMLP as of the closing date were as follows:

The final adjusted fair values assigned to the assets acquired, liabilities assumed and non-controlling interests of GMLP as of the closing date were as follows:

April 15, 2021

33 unchanged sentences

The lease agreement also included provisions that required a subsidiary of NFE to indemnify GMLP to the extent that GMLP incurred certain tax liabilities as a result of the lease.

A loss of $ 3,978 related to settlement of this indemnification provision was recognized in Transaction and integration costs in the condensed consolidated statements of operations and comprehensive loss in the second quarter of 2021.

The Company’s results of operations for the three months ended March 31, 2022 include GMLP’s result of operations for the entire quarter.

Revenue and net income (loss) attributable to GMLP during the period was $ 73,041 and $ 55,738 , respectively.

The Company’s results of operations for the six months ended June 30, 2022 include GMLP’s result of operations for the entire period.

Revenue and net income attributable to GMLP during the period was $ 139,674 and $ 105,970 , respectively.

Unaudited pro forma financial information

The following table summarizes the unaudited pro forma condensed financial information of the Company as if the Mergers had occurred on January 1, 2020.

Three Months Ended June 30, Six Months Ended June 30,

Revenue $ 239,554 $ 474,990

Net income (loss) 4,438 ( 48,746 )

Net income (loss) attributable to stockholders 3,904 ( 46,146 )

The unaudited pro forma financial information is based on historical results of operations as if the acquisitions had occurred on January 1, 2020, adjusted for transaction costs incurred, adjustments to depreciation expense associated with the recognition of the fair value of vessels acquired, additional amortization expense associated with the recognition of the fair value of favorable and unfavorable customer contracts for vessel charters, additional interest expense as a result of incurring new debt and extinguishing historical debt, elimination of a pre-existing lease relationship between the Company and GMLP, and a step-up of the equity method investments.

Adjustments for non-recurring items increased pro forma net income by $ 25,887 and $ 37,450 for the three and six months ended June 30, 2021, respectively.

Transaction costs incurred and the elimination of a pre-existing lease relationship between the Company and GMLP are considered to be non-recurring.

The unaudited pro forma financial information does not give effect to any synergies, operating efficiencies or cost savings that may result from the Mergers.

Asset acquisitions

34 unchanged sentences

The Company has options to repurchase the vessel throughout the charter term at fixed predetermined amounts, commencing from the first anniversary of the commencement of the bareboat charter, with an obligation to repurchase the vessel at the end of the seven-year lease period.

As of March 31, 2022, the Penguin and Celsius were recorded as Property, plant and equipment, net on the condensed consolidated balance sheet, and the Nanook was recognized in Finance leases, net on the condensed consolidated balance sheet.

The following table gives a summary of the sale and leaseback arrangements, including repurchase options and obligations as of March 31, 2022:

As of June 30, 2022, the Penguin and Celsius were recorded as Property, plant and equipment, net on the condensed consolidated balance sheet, and the Nanook was recognized in Finance leases, net on the condensed consolidated balance sheet.

The following table gives a summary of the sale and leaseback arrangements, including repurchase options and obligations as of June 30, 2022:

Vessel End of lease term Date of next

3 unchanged sentences

obligation at end of

Nanook September 2030 June 2022 $ 196,083 $ 94,179

Nanook September 2030 September 2022 $ 193,066 $ 94,179

Penguin December 2025 December 2022 84,668 63,040

Celsius March 2027 March 2023 86,456 45,000

A summary of payment obligations under the bareboat charters with the lessor VIEs as of March 31, 2022, are shown below:

A summary of payment obligations under the bareboat charters with the lessor VIEs as of June 30, 2022, are shown below:

Vessel Remaining 2022

4 unchanged sentences

The payment obligation table above includes variable rental payments due under the lease based on an assumed LIBOR plus margin but excludes the repurchase obligation at the end of lease term.

The assets and liabilities of these lessor VIEs that most significantly impact the condensed consolidated balance sheet as of March 31, 2022 are as follows:

The assets and liabilities of these lessor VIEs that most significantly impact the condensed consolidated balance sheet as of June 30, 2022 are as follows:

Nanook Penguin Celsius

2 unchanged sentences

Long-term interest bearing debt - non-current portion 187,403 66,513 102,793

The most significant impact of the lessor VIEs operations on the Company’s condensed consolidated statement of operations is an addition to interest expense of $ 2,014 for the three months ended March 31, 2022.

The most significant impact of the lessor VIEs cash flows on the condensed consolidated statements of cash flows is net cash used in financing activities of $ 4,312 for the three months ended March 31, 2022.

The most significant impact of the lessor VIEs operations on the Company’s condensed consolidated statement of operations is an addition to interest expense of $ 2,357 and $ 4,371 for the three and six months ended June 30, 2022.

For the period subsequent to the completion of the Mergers in 2021, the most significant impact of the lessor VIEs operations on the Company’s condensed consolidated statement of operations is a reduction to interest expense of $ 6,635 .

Upon assumption of the debt held by VIEs in conjunction with the Mergers, the Company recognized the liabilities assumed at fair value, and the amortization of the premium of $ 9,707 was recognized as a reduction to interest expense incurred of $ 3,072 .

The most significant impact of the lessor VIEs cash flows on the condensed consolidated statements of cash flows is net cash provided by (used in) financing activities of $ 8,337 and $( 15,823 ) for the six months ended June 30, 2022 and 2021, respectively.

In the second quarter of 2022, COSCO declared a dividend of $ 4,000 , which will be paid in a subsequent period.

The declared dividend is recognized as a change to non-controlling interest in the condensed consolidated financial statements.

The Company acquired an interest of 50 % of the common units of Hilli LLC (“Hilli Common Units”) as part of the acquisition of GMLP.

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Thus, Hilli LLC has not been consolidated into the financial statements and has been recognized as an equity method investment.

As of March 31, 2022 the maximum exposure as a result of the Company’s ownership in the Hilli LLC is the carrying value of the equity method investment of $ 372,450 and the outstanding portion of the Hilli Leaseback (defined below) which have been guaranteed by the Company.

As of June 30, 2022 the maximum exposure as a result of the Company’s ownership in the Hilli LLC is the carrying value of the equity method investment of $ 382,269 and the outstanding portion of the Hilli Leaseback (defined below) which have been guaranteed by the Company.

PT Golar Indonesia (“PTGI”)

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Operating revenue includes revenue from sales of LNG and natural gas as well as outputs from the Company’s natural gas-fueled power generation facilities, including power and steam, and the sale of LNG cargos.

Included in operating revenue is revenue from LNG cargo sales of $ 285,171 for the three months ended March 31, 2022 .

The Company had no such sales in the first quarter of 2021.

Other revenue includes revenue for development services as well as interest income from the Company’s finance leases and other revenue.

Included in operating revenue are LNG cargo sales of $ 309,030 and $ 594,201 for the three and six months ended June 30, 2022 , respectively, and $ 7,211 for the three and six months ended June 30, 2021.

Other revenue includes revenue for development services as well as interest income from the Company’s finance leases.

Under most customer contracts, invoicing occurs once the Company’s performance obligations have been satisfied, at which point payment is unconditional.

As of March 31, 2022 and December 31, 2021, receivables related to revenue from contracts with customers totaled $ 213,476 and $ 192,533 , respectively, and were included in Receivables, net on the condensed consolidated balance sheets, net of current expected credit losses of $ 164 and $ 164 , respectively.

As of June 30, 2022 and December 31, 2021, receivables related to revenue from contracts with customers totaled $ 295,334 and $ 192,533 , respectively, and were included in Receivables, net on the condensed consolidated balance sheets, net of current expected credit losses of $ 164 and $ 164 , respectively.

Other items included in Receivables, net not related to revenue from contracts with customers represent leases which are accounted for outside the scope of ASC 606 and receivables associated with reimbursable costs.

The Company has recognized contract liabilities, comprised of unconditional payments due or paid under the contracts with customers prior to the Company’s satisfaction of the related performance obligations.

The performance obligations are

expected to be satisfied during the next 12 months, and the contract liabilities are classified within Other current liabilities on the condensed consolidated balance sheets.

The performance obligations are expected to be satisfied during the next 12 months, and the contract liabilities are classified within Other current liabilities on the condensed consolidated balance sheets.

Contract assets are comprised of the transaction price allocated to completed performance obligations that will be billed to customers in subsequent periods.

The contract liabilities and contract assets balances as of March 31, 2022 and December 31, 2021 are detailed below:

March 31, 2022 December 31, 2021

The contract liabilities and contract assets balances as of June 30, 2022 and December 31, 2021 are detailed below:

June 30, 2022 December 31, 2021

Contract assets, net - current $ 7,766 $ 7,462

4 unchanged sentences

Amounts included in contract liabilities at the beginning of the year $ 2,951 $ 8,028

Contract assets are presented net of expected credit losses of $ 442 and $ 442 as of March 31, 2022 and December 31, 2021, respectively.

As of March 31, 2022 and December 31, 2021, contract assets was comprised of $ 42,045 and $ 43,839 of unbilled receivables, respectively, that represent unconditional rights to payment only subject to the passage of time.

Contract assets are presented net of expected credit losses of $ 442 and $ 442 as of June 30, 2022 and December 31, 2021, respectively.

As of June 30, 2022 and December 31, 2021, contract assets was comprised of $ 40,215 and $ 43,839 of unbilled receivables, respectively, that represent unconditional rights to payment only subject to the passage of time.

The Company has recognized costs to fulfill a contract with a significant customer, which primarily consist of expenses required to enhance resources to deliver under the agreement with the customer.

As of March 31, 2022, the Company has capitalized $ 10,830 of which $ 604 of these costs is presented within Other current assets and $ 10,226 is presented within Other non-current assets on the condensed consolidated balance sheets.

As of June 30, 2022, the Company has capitalized $ 10,679 of which $ 604 of these costs is presented within Other current assets and $ 10,075 is presented within Other non-current assets on the condensed consolidated balance sheets.

As of December 31, 2021, the Company had capitalized $ 10,981 , of which $ 604 of these costs was presented within Other current assets and $ 10,377 was presented within Other non-current assets on the condensed consolidated balance sheets.

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The Company’s vessel charters of LNG carriers and FSRUs can take the form of operating or finance leases.

Property, plant and equipment subject to vessel charters accounted for as operating leases is included within Vessels within Note 14 Property, plant and equipment, net.

The following is the carrying amount of property, plant and equipment that is leased to customers under operating leases:

March 31, 2022 December 31, 2021

Property, plant and equipment subject to vessel charters accounted for as operating leases is included within Vessels within "Note 14.

Property, plant and equipment, net." The following is the carrying amount of property, plant and equipment that is leased to customers under operating leases:

June 30, 2022 December 31, 2021

Property, plant and equipment $ 1,276,061 $ 1,274,234

1 unchanged sentence

Property, plant and equipment, net $ 1,220,584 $ 1,242,385

The components of lease income from vessel operating leases for the three months ended March 31, 2022 were as follows:

Three Months Ended

March 31, 2022

The components of lease income from vessel operating leases for the three and six months ended June 30, 2022 and June 30, 2021 were as follows:

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Operating lease income $ 71,682 $ 62,026 $ 151,904 $ 62,026

2 unchanged sentences

The Company’s charter of the Nanook to CELSE (defined below) and certain equipment leases provided in connection with the supply of natural gas or LNG are accounted for as finance leases.

The Company recognized interest income of $ 11,581 for the three months ended March 31, 2022 related to the finance lease of the Nanook included within Other revenue in the condensed consolidated statements of operations and comprehensive income (loss).

The Company recognized revenue of $ 1,634 for the three months ended March 31, 2022 related to the operation and services agreement within Vessel charter revenue in the condensed consolidated statements of operations and comprehensive income (loss).

As of March 31, 2022, there were outstanding balances due from CELSE of $ 6,911 , of which $ 4,388 is recognized in Receivables, net and a loan to CELSE of $ 2,523 is recognized in Prepaid expenses and other current assets, net on the condensed consolidated balance sheets.

The Company recognized interest income of $ 11,545 and $ 23,126 for the three and six months ended June 30, 2022, respectively, and $ 9,681 for the three and six months ended June 30, 2021 related to the finance lease of the Nanook, which is included within Other revenue in the condensed consolidated statements of operations and comprehensive income (loss).

The Company recognized revenue of $ 2,784 and $ 4,418 for the three and six months ended June 30, 2022, respectively, and $ 1,165 for the three and six months ended June 30, 2021 related to the operation and services agreement and variable charter revenue within Vessel charter revenue in the condensed consolidated statements of operations and comprehensive income (loss).

As of June 30, 2022, there were outstanding balances due from CELSE of $ 6,968 , of which $ 4,538 is recognized in Receivables, net and a loan to CELSE of $ 2,430 was recognized in Prepaid expenses and other current assets, net on the condensed consolidated balance sheets.

As of December 31, 2021, there were outstanding balances due from CELSE of $ 6,428 of which $ 4,371 was recognized in Receivables, net and a loan to CELSE of $ 2,057 was recognized in Prepaid expenses and other current assets, net on the condensed consolidated balance sheets.

CELSE is an affiliate due to the equity method investment held in CELSE’s parent, CELSEPAR, and as such, these transactions and balances are related party in nature.

The following table shows the expected future lease payments as of March 31, 2022, for the remainder of 2022 through 2026 and thereafter:

The following table shows the expected future lease payments as of June 30, 2022, for the remainder of 2022 through 2026 and thereafter:

Future cash receipts

24 unchanged sentences

The Company also has a component of lease payments that are variable related to the LNG vessels, in which the Company may receive credits based on the performance of the LNG vessels during the period.

As of March 31, 2022 and December 31, 2021, right-of-use assets, current lease liabilities and non-current lease liabilities consisted of the following:

March 31, 2022 December 31, 2021

As of June 30, 2022 and December 31, 2021, right-of-use assets, current lease liabilities and non-current lease liabilities consisted of the following:

June 30, 2022 December 31, 2021

Operating right-of-use-assets $ 384,938 $ 285,751

9 unchanged sentences

Total non-current lease liabilities $ 329,972 $ 234,060

For the three months ended March 31, 2022 and 2021, the Company’s operating lease cost recorded within the condensed consolidated statements of operations and comprehensive income (loss) were as follows:

Three Months Ended March 31,

For the three and six months ended June 30, 2022 and 2021, the Company’s operating lease cost recorded within the condensed consolidated statements of operations and comprehensive income (loss) were as follows:

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Fixed lease cost $ 20,413 $ 9,036 $ 38,913 $ 20,781

4 unchanged sentences

Lease cost - Selling, general and administrative 1,820 1,504 3,347 3,071

For the three months ended March 31, 2022 and 2021, the Company has capitalized $ 8,242 and $ 1,199 of lease costs, respectively, for vessels and port space used during the commissioning of development projects in addition to short-term lease costs for vessels chartered by the Company to transport inventory from a supplier’s facilities to the Company’s storage locations which are capitalized to inventory.

For the three months ended June 30, 2022 and 2021, the Company has capitalized $ 2,973 and $ 2,313 of lease costs, respectively, for vessels and port space used during the commissioning of development projects in addition to short-term lease costs for vessels chartered by the Company to transport inventory from a supplier’s facilities to the Company’s storage locations which are capitalized to inventory.

For the six months ended June 30, 2022 and 2021, the Company has capitalized $ 11,215 and $ 3,512 of lease costs, respectively, for vessels and port space used during the commissioning of development projects in addition to short-term lease costs for vessels chartered by the Company to transport inventory from a supplier’s facilities to the Company’s storage locations which are capitalized to inventory.

Beginning in the second quarter of 2021, leases for ISO tanks and a parcel of land that transfer the ownership in underlying assets to the Company at the end of the lease have commenced, and these leases are treated as finance leases.

For the three months ended March 31, 2022, the Company recognized interest expense related to finance leases of $ 229 which is included within Interest expense, net in the condensed consolidated statements of operations and comprehensive income (loss).

For the three months ended March 31, 2022, the Company recognized amortization of the right-of-use asset related to finance leases of $ 379 which are included within Depreciation and amortization in the condensed consolidated statements of operations and comprehensive income (loss).

For the three and six months ended June 30, 2022, the Company recognized interest expense related to finance leases of $ 218 and $ 447 respectively, which is included within Interest expense, net in the condensed consolidated statements of operations and comprehensive income (loss).

For the three and six months ended June 30, 2022, the Company recognized amortization of the right-of-use asset related to finance leases of $ 380 and $ 759 , respectively, which are included within Depreciation and amortization in the condensed consolidated statements of operations and comprehensive income (loss).

For the three and six months ended June 30, 2021, the Company recognized interest expense related to finance leases of $ 50 , which is included within Interest expense, net in the condensed consolidated statements of operations and comprehensive income (loss).

For the three and six months ended June 30, 2021, the Company recognized amortization of the right-of-use asset related to finance leases of $ 61 , respectively, which are included within Depreciation and amortization in the condensed consolidated statements of operations and comprehensive income (loss).

Cash paid for operating leases is reported in operating activities in the condensed consolidated statements of cash flows.

Supplemental cash flow information related to leases was as follows for the three months ended March 31, 2022 and 2021:

Three Months Ended March 31,

Supplemental cash flow information related to leases was as follows for the six months ended June 30, 2022 and 2021:

Six Months Ended June 30,

Operating cash outflows for operating lease liabilities $ 52,254 $ 18,354

1 unchanged sentence

Right-of-use assets obtained in exchange for new operating lease liabilities 134,075 3,706

The future payments due under operating and finance leases as of March 31, 2022 are as follows:

Right-of-use assets obtained in exchange for new finance lease liabilities — 8,663

The future payments due under operating and finance leases as of June 30, 2022 are as follows:

Operating Leases Financing Leases

11 unchanged sentences

Non-current lease liability 316,919 13,053

As of March 31, 2022, the weighted-average remaining lease term for operating leases was 8.6 years and finance leases was 4.9 years.

As of June 30, 2022, the weighted-average remaining lease term for operating leases was 8.5 years and finance leases was 4.7 years.

Because the Company generally does not have access to the rate implicit in the lease, the incremental borrowing rate is utilized as the discount rate.

The weighted average discount rate associated with operating leases as of March 31, 2022 and December 31, 2021 was 8.4 % and 8.7 %, respectively.

The weighted average discount rate associated with finance leases as of March 31, 2022 and December 31, 2021 was 5.1 % and 5.1 %, respectively.

The weighted average discount rate associated with operating leases as of June 30, 2022 and December 31, 2021 was 8.5 % and 8.7 % , respectively.

The weighted average discount rate associated with finance leases as of both June 30, 2022 and December 31, 2021 was 5.1 %.

Financial instruments

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The Company also acquired a cross currency interest rate swap to manage interest rate exposure on the Debenture Loan and the foreign exchange rate exposure on the US dollar cash flows from the charter of the Nanook to CELSE that support repayment of the Brazilian Real-denominated Debenture Loan.

During the second quarter of 2022, the Company entered into two foreign currency contingent, non-deliverable forwards to manage foreign currency impacts of the anticipated sale of its interest in CELSEPAR and CEBARRA;

see discussion of the Sergipe Sale (all defined below) in Note 12.

The forwards are designed to protect the Company's expected proceeds from currency translation loss.

The Company does not hold or issue instruments for speculative or trading purposes, and the counterparties to such contracts are major banking and financial institutions.

1 unchanged sentence

however, the Company does not anticipate non-performance by any counterparties.

The following table summarizes the terms of interest rate and cross currency interest rate swaps as of March 31, 2022:

Instrument Notional Amount (in thousands) Maturity Dates Fixed

The following table summarizes the terms of interest rate and cross currency interest rate swaps as of June 30, 2022 :

Instrument Notional Amount

(in thousands) Maturity Dates Fixed

Interest Rate Forward Foreign

2 unchanged sentences

Receiving floating, pay fixed $ 339,750 March 2026 2.86 % N/A

Cross currency interest rate swap - Debenture Loan, due 2024 BRL 198,600 September 2024 5.90 % 5.424

The mark-to-market gain or loss on interest rate and foreign currency swaps that are not designated as hedges for accounting purposes are reported in Other (income), net in the condensed consolidated statements of operations and comprehensive income (loss).

Cross currency interest rate swap - Debenture Loan, due 2024 R$ 198,600

September 2024 5.90 % 5.424

Foreign currency forward purchase R$ 2,700,000

February 2023 N/A Based on settlement date

The mark-to-market gain or loss on interest rate and foreign currency swaps and other derivative instruments that are not designated as hedges for accounting purposes are reported in Other (income), net in the condensed consolidated statements of operations and comprehensive income (loss).

Fair value measurements and disclosures require the use of valuation techniques to measure fair value that maximize the use of observable inputs and minimize use of unobservable inputs.

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• Cost approach – based on the amount that currently would be required to replace the service capacity of an asset (replacement cost).

The following table presents the Company’s financial assets and financial liabilities, including those that are measured at fair value, as of March 31, 2022 and December 31, 2021:

Hierarchy March 31, 2022

Carrying Value

March 31, 2022

December 31, 2021

Carrying Value

The Company uses the market approach when valuing investment in equity securities which is recorded in Other non-current assets on the condensed consolidated balances sheets as of June 30, 2022.

The Company uses the income approach when valuing the following financial instruments:

◦ Interest rate swap and cross-currency interest rate swap are recorded within Other non-current assets, net on the condensed consolidated balance sheets as of June 30, 2022.

◦ Foreign currency forward purchase – The asset associated with the foreign currency forward purchase is recorded within Prepaid expenses and other current assets on the condensed consolidated balance sheets as of June 30, 2022.

◦ Contingent consideration derivative liability – consideration due to the sellers in asset acquisitions when certain contingent events occur.

The liability associated with these derivative liabilities is recorded within Other long-term liabilities on the condensed consolidated balance sheets as of June 30, 2022.

The fair value of certain derivative instruments, including interest rate swaps, foreign currency forwards, and cross-currency interest rate swaps.

is estimated considering current interest rates, foreign exchange rates, closing quoted market prices and the creditworthiness of counterparties.

The Company estimates fair value of the contingent consideration derivative liabilities and the equity agreement using a discounted cash flows method with discount rates based on the average yield curve for bonds with similar credit ratings and matching terms to the discount periods as well as a probability of the contingent events occurring.

The following table presents the Company’s financial assets and financial liabilities, including those that are measured at fair value, as of June 30, 2022 and December 31, 2021:

Level 1 Level 2 Level 3 Total

June 30, 2022

Investment in equity securities $ 10,105 $ — $ 7,678 $ 17,783

Cross-currency interest rate swap — 2,801 — 2,801

Interest rate swap — 1,912 — 1,912

Foreign currency forward purchase — — 17,471 17,471

Contingent consideration derivative liabilities $ — $ — $ 47,887 $ 47,887

December 31, 2021

Valuation Technique

Non-Derivatives:

Cash and cash equivalents Level 1 $ 156,173 $ 156,173 $ 187,509 $ 187,509 Market approach

Restricted cash Level 1 82,833 82,833 76,521 76,521 Market approach

Investment in equity securities Level 1 11,003 11,003 11,195 11,195 Market approach

Investment in equity securities Level 3 7,678 7,678 7,678 7,678 Market approach

Long-term debt (1)

Level 2 3,977,615 3,968,695 3,895,255 3,910,425 Market approach

Derivative liability (2)(3)

Level 3 30,331 30,331 30,686 30,686 Income approach

Equity agreement (3)(4)

Level 3 20,083 20,083 18,163 18,163 Income approach

Cross-currency interest rate swap asset (5)(7)

Level 2 5,115 5,115 — — Income approach

Cross-currency interest rate swap and Interest rate swap liability (6)(7)

Level 2 3,929 3,929 21,929 21,929 Income approach

(1) Long-term debt is recorded at amortized cost on the condensed consolidated balance sheets, and is presented in the above table gross of deferred financing costs of $ 40,339 and $ 40,125 as of March 31, 2022 and December 31, 2021, respectively.

(2) Consideration due to the sellers in assets acquisitions when certain contingent events occur.

The liability associated with the derivative liabilities is recorded within Other current liabilities and Other long-term liabilities on the condensed consolidated balance sheets.

(3) The Company estimates fair value of the derivative liability and equity agreement using a discounted cash flows method with discount rates based on the average yield curve for bonds with similar credit ratings and matching terms to the discount periods as well as a probability of the contingent event occurring.

(4) To be paid upon the satisfaction in full of all conditions precedent related to the development, construction and operation of the facility in Shannon, Ireland.

The liability associated with the equity agreement is recorded within Other current liabilities on the condensed consolidated balance sheets.

(5) Cross-currency interest rate swap asset is present within Other non-current assets on the condensed consolidated balance sheets as of March 31, 2022.

(6) Interest rate swap liability is presented within Other current liabilities on the condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021;

this balance includes the liability for the cross-currency interest rate swap liability as of December 31, 2021.

(7) The fair value of certain derivative instruments, including interest rate swaps, is estimated considering current interest rates, foreign exchange rates, closing quoted market prices and the creditworthiness of counterparties.

The Company believes the carrying amounts of cash and cash equivalents, accounts receivable, finance lease receivables and accounts payable approximated their fair value as of March 31, 2022 and December 31, 2021 and are classified as Level 1 within the fair value hierarchy.

The table below summarizes the fair value adjustment to instruments measured at Level 3 in the fair value hierarchy, the derivative liability and equity agreement, as well as the cross currency interest rate swap and the interest rate swap.

These adjustments have been recorded within Other (income), net in the condensed consolidated statements of operations and comprehensive income (loss) for the three months ended March 31, 2022 and 2021:

Three Months Ended March 31,

Derivative liability/Equity agreement - Fair value adjustment - (Gain) $ ( 446 ) $ ( 425 )

Interest rate swap - Fair value adjustment - (Gain) ( 15,833 ) —

Cross currency interest rate swap - Fair value adjustment - (Gain) ( 8,576 ) —

During the three months ended March 31, 2022 and 2021, the Company had no settlements of the equity agreement or derivative liabilities or any transfers in or out of Level 3 in the fair value hierarchy.

Under the Company’s interest rate swap, the Company is required to provide cash collateral, and as of March 31, 2022 and December 31, 2021, $ 12,500 of cash collateral is presented as restricted cash on the condensed consolidated balance sheets.

Investment in equity securities $ 11,195 $ — $ 7,678 $ 18,873

Contingent consideration derivative liabilities $ — $ — $ 48,849 $ 48,849

Cross-currency interest rate swap — 2,167 — 2,167

Interest rate swap — 19,762 — 19,762

The Company believes the carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximated their fair value as of June 30, 2022 and December 31, 2021 and are classified as Level 1 within the fair value hierarchy.

The table below summarizes the fair value adjustment to instruments measured at Level 3 in the fair value hierarchy, including the contingent consideration derivative liabilities, equity agreement, and foreign currency forward purchase.

These adjustments have been recorded within Other (income), net in the condensed consolidated statements of operations and comprehensive income (loss) for the three and six months ended June 30, 2022 and 2021:

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Contingent consideration derivative liabilities - Fair value adjustment - loss (gain) $ 1,385 $ ( 288 ) $ 984 $ ( 713 )

Foreign currency forward purchase - (gain) ( 17,471 ) — ( 17,471 ) —

During the six months ended June 30, 2022 and 2021, the Company had no settlements of the equity agreement or derivative liabilities or any transfers in or out of Level 3 in the fair value hierarchy.

Under the Company’s interest rate swap, the Company is required to provide cash collateral, and as of June 30, 2022 and December 31, 2021, $ 2,500 and $ 12,500 , respectively, of cash collateral is presented as restricted cash on the condensed consolidated balance sheets.

The interest rate swap has a credit arrangement which requires the Company to provide cash collateral when the market value of the instrument falls below a specified threshold, up to $ 12,500 .

Restricted cash

As of March 31, 2022 and December 31, 2021, restricted cash consisted of the following:

March 31, 2022 December 31, 2021

As of June 30, 2022 and December 31, 2021, restricted cash consisted of the following:

June 30, 2022 December 31, 2021

Cash held by lessor VIEs $ 48,666 $ 35,651

5 unchanged sentences

Non-current restricted cash 7,960 7,960

Restricted cash does not include minimum consolidated cash balances of $ 30,000 required to be maintained as part of the financial covenants for sale and leaseback financings and the Vessel Term Loan Facility that is included in Cash and cash equivalents on the condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021.

As of March 31, 2022 and December 31, 2021, inventory consisted of the following:

March 31, 2022 December 31, 2021

As of June 30, 2022 and December 31, 2021, inventory consisted of the following:

June 30, 2022 December 31, 2021

LNG and natural gas inventory $ 38,161 $ 16,815

4 unchanged sentences

Changes in the value of inventory are recorded within Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss).

No adjustments were recorded during the three months ended March 31, 2022 and 2021.

No adjustments were recorded during the six months ended June 30, 2022 and 2021.

Prepaid expenses and other current assets

As of March 31, 2022 and December 31, 2021, prepaid expenses and other current assets consisted of the following:

March 31, 2022 December 31, 2021

As of June 30, 2022 and December 31, 2021, prepaid expenses and other current assets consisted of the following:

June 30, 2022 December 31, 2021

Prepaid expenses $ 55,972 $ 19,951

Recoverable taxes 34,517 33,053

Derivative assets 17,471 —

Due from affiliates 3,362 3,299

1 unchanged sentence

Total prepaid expenses and other current assets, net $ 141,092 $ 83,115

Other current assets as of March 31, 2022 and December 31, 2021 primarily consists of deposits, as well as the current portion of contract assets (Note 6) and finance leases (Note 6).

Prepaid expenses includes $ 33,404 and $ 11 of prepaid LNG inventory as of June 30, 2022 and December 31, 2021, respectively.

Other current assets as of June 30, 2022 and December 31, 2021 primarily consists of deposits, as well as the current portion of contract assets (Note 6) and finance leases (Note 6).

Equity method investments

4 unchanged sentences

Changes in the balance of the Company’s equity method investments is as follows:

March 31, 2022

June 30, 2022

Equity method investments as of December 31, 2021

1 unchanged sentence

Equity in earnings of investees 22,755

Other-than-temporary impairment ( 345,447 )

Foreign currency translation adjustment 95,275

Equity method investments as of March 31, 2022

The carrying amount of equity method investments as of March 31, 2022 is as follows:

March 31, 2022

Equity method investments as of June 30, 2022

The carrying amount of equity method investments as of June 30, 2022 is as follows:

June 30, 2022

Hilli LLC $ 382,269

1 unchanged sentence

Total $ 939,738

As of March 31, 2022 and December 31, 2021, the carrying value of the Company’s equity method investments exceeded its proportionate share of the underlying net assets of its investees by $ 739,659 and $ 792,995 , respectively, and the basis difference attributable to amortizable net assets is amortized to Income from equity method investments over the remaining estimated useful lives of the underlying assets.

As of June 30, 2022 and December 31, 2021, the carrying value of the Company’s equity method investments exceeded its proportionate share of the underlying net assets of its investees by $ 423,684 and $ 792,995 , respectively, and the basis difference attributable to amortizable net assets is amortized to (Loss) income from equity method investments over the remaining estimated useful lives of the underlying assets.

CELSEPAR is jointly owned and operated with Ebrasil Energia Ltda.

2 unchanged sentences

(“CELSE”), the owner and operator of the Sergipe Power Plant.

On May 31, 2022, LNG Power Limited (“LNG Power”), an indirect subsidiary of NFE and direct owner of the CELSEPAR investment, and certain Ebrasil sellers as owners of CELSEPAR (together with LNG Power, the “Sergipe Sellers”), Eneva S.A., as purchaser ("Eneva") and Eletricidade do Brasil S.A.

-- Ebrasil, entered into a Share Purchase Agreement (“SPA”) pursuant to which Eneva has agreed to acquire all of the outstanding shares of (a) CELSEPAR and (b) Centrais Elétricas Barra dos Coqueiros S.A.

("CEBARRA"), which owns 1.7 GW of expansion rights adjacent to the Sergipe Power Plant, for a purchase price of R$ 6.10 billion in cash (approximately $ 1.17 billion using the exchange rate as of June 30, 2022) (the “Sergipe Sale”).

The purchase price payable by Eneva accrues interest at a rate of CDI + 1 % from December 31, 2021 until the date of the Closing (as defined below) and is subject to certain customary adjustments, including for the amount of any leakage that has occurred from December 31, 2021 to the date of the Closing, including (a) making distributions or payments to or for the benefit of Sergipe Sellers and their affiliates and assuming or incurring liabilities for the benefit of Sergipe Sellers or their affiliates, and (b) certain fees and expenses incurred by CELSEPAR and CEBARRA in connection with the Sergipe Sale.

LNG Power also entered into a foreign currency forward associated to mitigate foreign currency risk to the expected proceeds from the transaction and will settle at the same time as Closing.

Under the SPA, the closing of the Sergipe Sale (the “Closing”) will occur on the later of (a) October 3, 2022 and (b) the 10th business day after all conditions to Closing have been satisfied or waived, or as otherwise agreed to among the parties.

The conditions to Closing include receipt of all required regulatory approvals, receipt of certain specified material third-party consents and the approval of the Sergipe Sale by Eneva’s shareholders.

The Sergipe Sale may be terminated under certain circumstances, including, among others, (a) by either Eneva or Sergipe Sellers if Closing has not occurred on or before the date that is 270 days from the execution date of the SPA, (b) automatically if the Sergipe Sale is not approved by

Eneva’s shareholders.

The SPA further provides that, (i) upon termination of the SPA under certain circumstances, Eneva will be required to pay Sergipe Sellers a reverse termination fee equal to R$ 300 million and (ii) upon termination of the SPA under certain other circumstances, Sergipe Sellers will be required to pay Eneva a termination fee equal to R$ 250 million.

In connection with the Sergipe Sale, the Company has recognized an other than temporary impairment ("OTTI") of the investment in CELSEPAR of $ 345,447 , and this loss has been recognized in loss (income) from equity method investments in the condensed consolidated statements of operations and comprehensive income (loss).

Nonrecurring, Level 2 inputs were used to estimate the fair value of the investment for the purpose of recognizing the OTTI.

Upon closing, the Company expects to recognize transaction costs associated with the sale of CELSEPAR.

The Company acquired 50 % of the Hilli Common Units as part of the GMLP Merger.

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The Company is required to reimburse other investors in Hilli LLC or may receive reimbursements from other investors in Hilli LLC for 50 % of the amount, if any, by which certain operating expenses and withholding taxes of Hilli LLC are above or below an annual threshold.

During the three months ended March 31, 2022, operating expense reimbursements did not significantly impact distributions made by Hilli LLC.

During the three and six months ended June 30, 2022, operating expense reimbursements did not significantly impact distributions made by Hilli LLC.

Hilli Corp is a party to a Memorandum of Agreement, dated September 9, 2015, with Fortune Lianjiang Shipping S.A., a subsidiary of China State Shipbuilding Corporation (“Fortune”), pursuant to which Hilli Corp has sold to and leased back from Fortune the Hilli under a 10-year bareboat charter agreement (the “Hilli Leaseback”).

The Hilli Leaseback provided postconstruction financing for the Hilli in the amount of $ 960 million.

The Hilli Leaseback provided post construction financing for the Hilli in the amount of $ 960 million.

Under the Hilli Leaseback, Hilli Corp will pay to Fortune forty consecutive equal quarterly repayments of 1.375 % of the construction cost, plus interest based on LIBOR plus a margin of 4.15 %.

Construction in progress

The Company’s construction in progress activity during the three months ended March 31, 2022 is detailed below:

March 31, 2022

The Company’s construction in progress activity during the six months ended June 30, 2022 is detailed below:

June 30, 2022

Balance at beginning of period $ 1,043,883

Additions 437,539

Asset impairment expense ( 48,109 )

Impact of currency translation adjustment 18,993

1 unchanged sentence

Balance at end of period $ 1,401,468

Interest expense of $ 13,137 and $ 2,641 , inclusive of amortized debt issuance costs, was capitalized for the three months ended March 31, 2022 and 2021, respectively.

Interest expense of $ 29,495 and $ 9,310 , inclusive of amortized debt issuance costs, was capitalized for the six months ended June 30, 2022 and 2021, respectively.

The Company’s development activities are primarily in Latin America and the completion of such development is subject to risks related to successful completion, including those related to government approvals, site identification, financing, construction permitting and contract compliance.

The assets of CEBARRA primarily consist of construction in progress, and in conjunction with the Sergipe Sale, the assets of CEBARRA meet the criteria to be presented as held for sale.

These assets were measured at fair value, less costs to sell, upon classification to held for sale, and the Company recognized an impairment loss of $ 48,109 in Asset impairment expense in the condensed consolidated statements of operations and comprehensive income (loss) in the Terminals and Infrastructure Segment.

The fair value of assets that are held for sale are not significant and have not presented separately as held for sale on the condensed consolidated balance sheets.

Nonrecurring, Level 2 inputs were used to estimate the fair value of the investment for the purpose of recognizing the asset impairment.

As of June 30, 2022, no other indicators of impairment have been identified.

Property, plant and equipment, net

As of March 31, 2022 and December 31, 2021, the Company’s property, plant and equipment, net consisted of the following:

March 31, 2022 December 31, 2021

As of June 30, 2022 and December 31, 2021, the Company’s property, plant and equipment, net consisted of the following:

June 30, 2022 December 31, 2021

Vessels $ 1,510,730 $ 1,461,211

9 unchanged sentences

Total property, plant and equipment, net $ 2,156,431 $ 2,137,936

Depreciation expense for the three months ended March 31, 2022 and 2021 totaled $ 26,109 and $ 9,842 , respectively, of which $ 563 and $ 270 , respectively, is included within Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss).

Capitalized drydocking costs of $ 8,691 and $ 5,914 are included in the vessel cost for March 31, 2022 and December 31, 2021, respectively, which are depreciated from the completion of drydocking until the next expected dry docking.

Depreciation expense for the three months ended June 30, 2022 and 2021 totaled $ 25,958 and $ 21,299 , respectively, of which $ 228 and $ 307 , respectively, is included within Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss).

Depreciation expense for the six months ended June 30, 2022 and 2021 totaled $ 52,067 and $ 31,141 , respectively, of which $ 527 and $ 576 , respectively, is included within Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss).

Capitalized drydocking costs of $ 18,854 and $ 5,914 are included in the vessel cost for June 30, 2022 and December 31, 2021, respectively, which are depreciated from the completion of drydocking until the next expected drydocking.

Goodwill and intangible assets

As of March 31, 2022 and December 31, 2021, the carrying amount of goodwill was $ 760,135 , all of which was included within the Terminals and Infrastructure segment.

The following table summarizes the changes in the carrying amount of goodwill as of June 30, 2022 and December 31, 2021, all of which was included within the Terminals and Infrastructure segment.

Balance as of December 31, 2021

Adjustment 18,353

Balance as of June 30, 2022

Intangible assets

The following table summarizes the composition of intangible assets as of March 31, 2022 and December 31, 2021:

March 31, 2022

The following table summarizes the composition of intangible assets as of June 30, 2022 and December 31, 2021:

June 30, 2022

Gross Carrying

25 unchanged sentences

Total intangible assets $ 174,049 $ ( 31,378 ) $ 273 $ 142,944

Amortization expense for the three months ended March 31, 2022 was $ 8,343 , which is inclusive of reductions in expense for the amortization of unfavorable contract liabilities assumed in the Mergers.

Amortization expense for the three months ended March 31, 2021 was $ 295 .

Amortization expense for the three months ended June 30, 2022 and 2021 was $ 9,959 and $ 5,925 , respectively.

Amortization expense for the six months ended June 30, 2022 and 2021 was $ 18,302 and $ 6,220 , respectively.

Amortization expense is inclusive of reductions in expense for the amortization of unfavorable contract liabilities assumed in the Mergers.

Other non-current assets

As of March 31, 2022 and December 31, 2021, Other non-current assets consisted of the following:

March 31, 2022 December 31, 2021

Contract asset, net (Note 6) $ 34,738 $ 36,757

As of June 30, 2022 and December 31, 2021, other non-current assets consisted of the following:

June 30, 2022 December 31, 2021

Contract assets, net (Note 6) $ 32,763 $ 36,757

Investments in equity securities (Note 8) 17,783 18,873

3 unchanged sentences

Total other non-current assets, net $ 95,369 $ 98,418

The Company recognized an unrealized (loss) gain on its investments in equity securities of $( 192 ) and $ 137 for the three months ended March 31, 2022 and 2021, respectively, within Other (income), net in the condensed consolidated statements of operations and comprehensive income (loss).

Investments in equity securities include investments without a readily determinable fair value of $ 7,678 as of March 31, 2022 and December 31, 2021.

The Company recognized an unrealized loss of $ 898 and unrealized gain of $ 88 on its investments in equity securities for the three months ended June 30, 2022 and 2021, respectively, within Other (income), net in the condensed consolidated statements of operations and comprehensive income (loss).

The Company recognized an unrealized loss on its investments in equity securities of $ 1,090 and $ 49 for the six months ended June 30, 2022 and 2021, respectively, within Other (income), net in the condensed consolidated statements of operations and comprehensive income (loss).

Investments in equity securities include investments without a readily determinable fair value of $ 7,678 as of June 30, 2022 and December 31, 2021.

Upfront payments to customers consist of amounts the Company has paid in relation to two natural gas sales contracts with customers to construct fuel-delivery infrastructure that the customers will own.

Accrued liabilities

As of March 31, 2022 and December 31, 2021, accrued liabilities consisted of the following:

March 31, 2022 December 31, 2021

As of June 30, 2022 and December 31, 2021, accrued liabilities consisted of the following:

June 30, 2022 December 31, 2021

Accrued development costs $ 64,428 $ 101,177

1 unchanged sentence

Accrued interest 62,629 61,630

Accrued consideration in asset acquisition 9,515 9,330

Accrued bonuses 14,160 27,591

1 unchanged sentence

Total accrued liabilities $ 236,535 $ 244,025

As of March 31, 2022, the balance presented as other accrued expenses includes accruals of $ 49,459 for inventory purchases completed in the first quarter of 2022.

As of June 30, 2022, the balance presented as other accrued expenses includes accruals of $ 44,353 for inventory purchases completed in the second quarter of 2022.

Other current liabilities

As of March 31, 2022 and December 31, 2021 , other current liabilities consisted of the following:

March 31, 2022 December 31, 2021

Equity agreements (Note 8) $ 20,083 $ 18,163

As of June 30, 2022 and December 31, 2021 , other current liabilities consisted of the following:

June 30, 2022 December 31, 2021

Derivative liabilities $ 19,442 $ 41,815

Deferred revenue 30,515 28,662

Income tax payable 19,452 8,881

Interest rate swaps (Note 8) 3,929 21,929

Due to affiliates 10,326 9,088

3 unchanged sentences

Other current liabilities includes the value of unfavorable contracts assumed in the Mergers.

As of March 31, 2022 and December 31, 2021, debt consisted of the following:

March 31, 2022 December 31, 2021

As of June 30, 2022 and December 31, 2021, debt consisted of the following:

June 30, 2022 December 31, 2021

Senior Secured Notes, due September 2025

6 unchanged sentences

37,851 40,665

South Power 2029 Bonds 170,256 96,820

South Power 2029 Bonds, due May 2029

215,782 96,820

Revolving Facility 415,000 200,000

7 unchanged sentences

AVIC VIE loan:

Golar Celsius SPV facility, due September 2023/May 2027

Golar Celsius SPV facility, due May 2027

108,878 113,273

2 unchanged sentences

Long-term debt 4,051,756 3,757,879

Our outstanding debt as of March 31, 2022 is repayable as follows:

March 31, 2022

Long-term debt is recorded at amortized cost on the condensed consolidated balance sheets.

The fair value of the Company's long-term debt is $ 3,987,845 and $ 3,910,425 as of June 30, 2022 and December 31, 2021, respectively, and is classified as Level 2 within the fair value hierarchy.

Our outstanding debt as of June 30, 2022 is repayable as follows:

June 30, 2022

Due remainder of 2022 $ 44,361

6 unchanged sentences

Total debt, net deferred finance charges $ 4,151,512

The terms of the Company's debt instruments have been described in NFE's Annual Report on Form 10-K.

The terms of the Company's debt instruments have been described in the Annual Report.

There have been no significant changes to the Company's outstanding debt, other than described below.

3 unchanged sentences

In January 2022, South Power and the counterparty to the CHP Facility agreed to rescind the CHP Facility and entered into an agreement for the issuance of secured bonds (“South Power 2029 Bonds”) and subsequently authorized the issuance of up to $ 285,000 in South Power 2029 Bonds.

The South Power 2029 Bonds are

secured by, amongst other things, the CHP Plant.

The South Power 2029 Bonds are secured by, amongst other things, the CHP Plant.

Amounts outstanding at the time of the mutual rescission of the CHP Facility of $ 100,000 were credited towards the purchase price of the South Power 2029 Bonds.

In the first quarter of 2022, the Company issued $ 75,783 of South Power 2029 Bonds for a total amount outstanding of $ 175,783 as of March 31, 2022.

The South Power 2029 Bonds bear interest at an annual fixed rate of 6.50 % and mature seven years from the closing date of the final tranche.

The Company expects to begin paying principal payments on a quarterly basis in July 2025.

Interest payments on outstanding principal balances will be due quarterly.

During the six months ended June 30, 2022 , the Company issued $ 121,845 , of South Power 2029 Bonds for a total amount outstanding of $ 221,845 as of June 30, 2022 .

The South Power 2029 Bonds bear interest at an annual fixed rate of 6.50 % and shall be repaid in quarterly installments beginning in August 2025 with the final repayment date in May 2029.

Interest payments on outstanding principal balances are due quarterly.

South Power will be required to comply with certain financial covenants as well as customary affirmative and negative covenants.

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Additional fees for new lenders participating in the South Power 2029 Bonds were recognized as a reduction of the principal balance on the condensed consolidated balance sheets.

As of March 31, 2022 and December 31, 2021, the remaining unamortized deferred financing costs for the CHP Facility was $ 5,527 and $ 3,180 , respectively.

As of June 30, 2022 and December 31, 2021, the remaining unamortized deferred financing costs for the CHP Facility was $ 6,063 and $ 3,180 , respectively.

Revolving Facility

1 unchanged sentence

The proceeds of the Revolving Facility may be used for working capital and other general corporate purposes (including permitted acquisitions and other investments).

In February 2022, the Revolving Facility was amended to increase the borrowing capacity by $ 115,000 to $ 315,000 .

In February and May 2022, the Revolving Facility was amended to increase the borrowing capacity by $ 115,000 and $ 125,000 , respectively, for a total capacity under the Revolving Facility of $ 440,000 .

Letters of credit issued under the $ 100,000 letter of credit sub-facility may be used for general corporate purposes.

The Revolving Facility will mature in 2026, with the potential for the Company to extend the maturity date once in a one-year increment.

Borrowings under the Revolving Facility bear interest at a rate equal to LIBOR plus 2.50 % if the usage under the Revolving Facility is equal to or less than 50 % of the commitments under the Revolving Facility and LIBOR plus 2.75 % if the usage under the Revolving Facility is in excess of 50 % of the commitments under the Revolving Facility, subject in each case to a 0 % LIBOR floor.

Borrowings under the Revolving Facility bear interest at a rate equal to Secured Overnight Financing Rate ("SOFR") plus 0.15 % plus 2.50 % if the usage under the Revolving Facility is equal to or less than 50 % of the commitments under the Revolving Facility and SOFR plus 0.15 % plus 2.75 % if the usage under the Revolving Facility is in excess of 50 % of the

commitments under the Revolving Facility, subject in each case to a 0 % SOFR floor.

Borrowings under the Revolving Facility may be prepaid, at the option of the Company, at any time without premium.

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These costs have been capitalized within Other non-current assets on the condensed consolidated balance sheets.

As of March 31, 2022 and December 31, 2021, total remaining unamortized deferred financing costs for the Revolving Facility was $ 4,661 and $ 3,807 , respectively.

As of June 30, 2022 and December 31, 2021 , total remaining unamortized deferred financing costs for the Revolving Facility was $ 5,023 and $ 3,807 , respectively.

Debt and lease restrictions

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(a) certain subsidiaries to maintain a minimum level of liquidity of $ 30,000 and consolidated net worth of $ 123,950 , (b) certain subsidiaries to maintain a minimum debt service coverage ratio of 1.20 :1, (c) certain subsidiaries to not exceed a maximum net debt to EBITDA ratio of 6.5 :1, (d) certain subsidiaries to maintain a minimum percentage of the vessel values over the relevant outstanding loan facility balances of either 110 % and 120 %, (e) certain subsidiaries to maintain a ratio of liabilities to total assets of less than 0.70 :1.

As of March 31, 2022, the Company was in compliance with all covenants under debt and lease agreements.

As of June 30, 2022, the Company was in compliance with all covenants under debt and lease agreements.

Financial covenants under GMLP's Vessel Term Loan Facility include requirements that GMLP and the borrowing subsidiary maintain a certain amount of Free Liquid Assets, that the EBITDA to Consolidated Debt Service and the Net Debt to EBITDA ratios are no less than 1.15 :1 and no greater than 6.50 :1, respectively, and that Consolidated Net Worth is greater than $ 250 million, each as defined in the Vessel Term Loan Facility.

GMLP was in compliance with these covenants as of March 31, 2022 .

GMLP was in compliance with these covenants as of June 30, 2022 .

Obligations under the Vessel Term Loan Facility are guaranteed by GMLP and certain of GMLP's subsidiaries.

Lenders have been granted a security interest covering three floating storage and regasification vessels and four LNG carriers, and the issued and outstanding shares of capital stock of certain GMLP subsidiaries have been pledged as security.

As of June 30, 2022, the aggregate net book value of the three floating storage and regasification vessels and four LNG carriers pledged as security was approximately $ 660,825 .

The Company is also required to comply with covenants under the Revolving Facility and letter of credit facility, including requirements to maintain Debt to Capitalization Ratio of less than 0.7 :1.0, and for quarters in which the Revolving Facility is greater than 50 % drawn, the Debt to Annualized EBITDA Ratio must be less than 5.0 :1.0 for fiscal quarters ending December 31, 2021 until September 30, 2023 and less than 4.0 :1.0 for the fiscal quarter ended December 31, 2023.

The Company was in compliance with all covenants as of March 31, 2022.

The Company was in compliance with all covenants as of June 30, 2022.

Interest Expense

Interest and related amortization of debt issuance costs, premiums and discounts recognized during major development and construction projects are capitalized and included in the cost of the project.

Interest expense, net of amounts capitalized, recognized for the three months ended March 31, 2022 and 2021 consisted of the following:

Three Months Ended March 31,

Interest expense, net of amounts capitalized, recognized for the three and six months ended June 30, 2022 and 2021 consisted of the following:

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Interest per contractual rates $ 60,662 $ 46,471 $ 116,011 $ 67,305

4 unchanged sentences

Total interest expense $ 47,840 $ 31,482 $ 92,756 $ 50,162

As a result of the Mergers, the Company recognized deferred tax liabilities to reflect the impact of fair value adjustments, primarily the increased value of equity method investments, which did not impact tax basis.

The Company acquired tax attribute carryforwards including net operating losses in certain jurisdictions for which net deferred tax assets have not been recognized as a result of cumulative losses and the developmental status of the entities.

The effective tax rate for the three months ended March 31, 2022 was ( 25.94 )%, compared to 2.20 % for the three months ended March 31, 2021.

The total tax benefit for the three months ended March 31, 2022 was $ 49,681 , compared to a benefit of $ 877 for the three months ended March 31, 2021.

The calculation of the effective tax rate includes income from equity method investments recognized for the three months ended March 31, 2022.

The decrease to the effective tax rate for the three months ended March 31, 2022 resulted principally from the remeasurement of the deferred income tax liability in conjunction with an internal reorganization.

The Company’s equity method investment in CELSEPAR is now directly held by a subsidiary domiciled in the United Kingdom;

The effective tax rate for the three months ended June 30, 2022 was 32.7 %, compared to 164.8 % for the three months ended June 30, 2021.

The total tax benefit for the three months ended June 30, 2022 was $ 86,539 , compared to a provision of $ 4,409 for the three months ended June 30, 2021.

The effective tax rate for the six months ended June 30, 2022 was 185.4 %, compared to ( 9.4 )% for the six months ended June 30, 2021.

The total tax benefit for the six months ended June 30, 2022 was $ 136,220 , compared to a provision of $ 3,532 for the six months ended June 30, 2021.

The calculation of the effective tax rate for the period after the Mergers includes income from equity method investments.

The decrease to the effective tax rate for the three and six months ended June 30, 2022 resulted principally from the remeasurement of a deferred income tax liability in conjunction with an internal reorganization and tax benefit associated with the OTTI impairment of the investment in CELSEPAR.

In the first quarter of 2022, the Company’s equity method investment in CELSEPAR was distributed to a subsidiary domiciled in the United Kingdom;

the investment was previously held by a subsidiary domiciled in Brazil, and this reorganization resulted in a discrete tax benefit o f $ 76,460 .

This increase in tax benefit for the three months ended March 31, 2022 was offset in part by an increase in pretax income for certain profitable operations, including GMLP and Hygo, which resulted in income tax expense for the three months ended March 31, 2022.

Additionally, in the second quarter of 2022, the Company recognized additional discrete benefits of $ 100,627 , primarily due to OTTI, asset impairment expense and the impacts of changes in foreign currency exchange rates.

This increase in tax benefit for the three and six months ended June 30, 2022 was offset in part by an increase in pretax income for certain profitable operations, including GMLP and Hygo, which resulted in income tax expense for the three and six months ended June 30, 2022.

During the second quarter of 2021, the Company assumed a liability for tax contingencies in the Mergers primarily related to potential tax obligations for payments under certain charter agreements for acquired vessels;

this liability is included in Other long-term liabilities on the condensed consolidated balance sheets.

As of March 31, 2022 and December 31, 2021, the Company has recognized a liability for these uncertain tax positions of $ 12,370 and $ 12,474 , respectively.

As of June 30, 2022 and December 31, 2021, the Company has recognized a liability for these uncertain tax positions of $ 12,441 and $ 12,474 , respectively.

In addition to the liabilities for unrecognized income tax benefits assumed in the Mergers, the Company assumed liabilities related to potential employment tax obligations that are accounted for under ASC 450.

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The Company does not believe it probable that a liability exists as no Tax Underpayment Assessment Notice has been received within the statute of limitations period, and the Company believes PTGI will be indemnified by PT Nusantara Regas, the charterer of the NR Satu , for any VAT liability as well as related interest and penalties under the time charter party agreement.

Prior to the Mergers, Indonesian tax authorities also issued tax assessments for land and buildings tax to PTGI for the years 2015 to 2019 in relation to the NR Satu , for approximately $ 3,400 (IDR 48,378.3 million).

The Company appealed against the assessments for the land and buildings tax as the tax authorities have not accepted the initial objection letter.

1 unchanged sentence

The assessed tax was paid in January 2020 to avoid further penalties and the payment is presented in Other non-current assets on the condensed consolidated balance sheets.

Prior to the Mergers, Jordanian tax authorities concluded their tax audit into GMLP’s Jordan branch for the years 2015 and 2016 assessing additional tax of approximately $ 1,600 (JOD 1.10 million) and $ 3,100 (JOD 2.20 million), respectively.

Prior to the Mergers, Jordanian tax authorities concluded their tax audit into GMLP’s Jordan branch for the years 2015 through 2017 assessing additional tax of approximately $ 6,900 (JOD 4.90 million).

The Company has submitted an appeal to the tax notice, and a provision has not been recognized as the Company does not believes that the tax inspector has followed the correct tax audit process and the claim by the tax authorities to not allow tax depreciation is contrary to Jordan’s tax legislation.

Earnings per share

Three Months Ended March 31,

Net income (loss) $ 241,181 $ ( 39,509 )

net (income) loss attributable to non-controlling interests ( 2,912 ) 1,606

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Net (loss) income $ ( 178,431 ) $ ( 1,734 ) $ 62,750 $ ( 41,243 )

Net (income) attributable to non-controlling interests 8,666 ( 4,310 ) 5,754 ( 2,704 )

Net income (loss) attributable to Class A common stock $ ( 169,765 ) $ ( 6,044 ) $ 68,504 $ ( 43,947 )

Weighted-average shares - basic 209,669,188 202,331,304 209,797,133 189,885,473

Net income (loss) per share - basic $ 1.14 $ ( 0.21 )

Net (loss) income per share - basic $ ( 0.81 ) $ ( 0.03 ) $ 0.33 $ ( 0.23 )

Weighted-average shares - diluted 209,669,188 202,331,304 209,810,647 189,885,473

Net income (loss) per share - diluted $ 1.13 $ ( 0.21 )

The following table presents potentially dilutive securities excluded from the computation of diluted net income per share for the three months ended March 31, 2022 and 2021 because its effects would have been anti-dilutive.

March 31, 2022 March 31, 2021

Net (loss) income per share - diluted $ ( 0.81 ) $ ( 0.03 ) $ 0.33 $ ( 0.23 )

The following table presents potentially dilutive securities excluded from the computation of diluted net income per share for the periods presented because its effects would have been anti-dilutive.

June 30, 2022 June 30, 2021

Unvested RSUs 30,486 695,279

1 unchanged sentence

Total 506,241 1,238,375

The Company declared and paid dividends of $ 20,754 during the first quarter of 2022, representing $ 0.10 per Class A share.

The Company declared $ 17,598 and paid $ 17,657 during the first quarter of 2021, representing $ 0.10 per Class A

The Company declared and paid dividends of $ 20,754 and $ 20,582 during the first and second quarters of 2022, respectively, representing $ 0.10 per Class A share.

The Company declared dividends of $ 17,598 and $ 20,736 and paid $ 17,657 and $ 20,670 during the first and second quarters of 2021, respectively, representing $ 0.10 per Class A share.

The Company's dividend payment during the first quarter of 2021 included dividends that were accrued in prior periods.

During the first quarter of 2022, the Company paid a dividend of $ 3,019 to holders of GMLP’s 8.75 % Series A Cumulative Redeemable Preferred Units (“Series A Preferred Units”).

During the first and second quarters of 2022 and in the second quarter of 2021, subsequent to the Mergers, the Company paid a dividend of $ 3,019 each quarter to holders of GMLP’s 8.75 % Series A Cumulative Redeemable Preferred Units (“Series A Preferred Units”).

As these equity interests have been issued by the Company’s consolidated subsidiary, the value of the Series A Preferred Units is recognized as non-controlling interest in the condensed consolidated financial statements .

Share-based compensation

The Company has granted RSUs to select officers, employees, non-employee members of the board of directors and select non-employees under the New Fortress Energy Inc.

2019 Omnibus Incentive Plan.

Performance Share Units (“PSUs”)

During the first quarter of 2020 and 2021, the Company granted PSUs to certain employees and non-employees that contain a performance condition under the New Fortress Energy Inc.

2019 Omnibus Incentive Plan (the "2019 Plan").

Vesting is determined based on achievement of a performance metric for the year subsequent to the grant, and the number of shares that will vest can range from zero to a multiple of units granted.

During the fourth quarter of 2021, the Company determined that the 2020 Grant will vest at a multiple of two, resulting in the recognition of all compensation cost associated with this award.

As of June 30, 2022, the Company determined that it was not probable that the performance condition required for the 2021 Grant to vest would be achieved, and as such, no compensation expense has been recognized for this award.

PSUs Granted Units Granted Range of Vesting Units Vested / Probable of Vesting Unrecognized

Weighted Average

Remaining Vesting

Q1 2020 ("2020 Grant") 1,109,777 0 to 2,219,554

2,105,522 $ — 0.00 years

Q1 2021 ("2021 Grant") 400,507 0 to 801,014

— 30,709 0.50 years

(1) Unrecognized compensation cost is based upon the maximum amount of shares that could vest.

Restricted Stock Units ("RSUs")

The Company has granted RSUs to select officers, employees, non-employee members of the board of directors and select non-employees under the 2019 Plan.

The fair value of RSUs on the grant date is estimated based on the closing price of the underlying shares on the grant date and other fair value adjustments to account for a post-vesting holding period.

These fair value adjustments were estimated based on the Finnerty model.

The following table summarizes the RSU activity for the three months ended March 31, 2022:

The following table summarizes the RSU activity for the six months ended June 30, 2022:

Restricted Stock

7 unchanged sentences

Forfeited — $ —

Non-vested RSUs as of March 31, 2022

Non-vested RSUs as of June 30, 2022

30,486 $ 14.47

The following table summarizes the share-based compensation expense for the Company’s RSUs recorded for the three months ended March 31, 2022 and 2021:

Three Months Ended March 31,

The following table summarizes the share-based compensation expense for the Company’s RSUs recorded for the three and six months ended June 30, 2022 and 2021:

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Operations and maintenance $ — $ 212 $ 4 $ 434

1 unchanged sentence

Total share-based compensation expense $ 358 $ 1,613 $ 1,238 $ 3,383

For both the three months ended March 31, 2022 and 2021, no cumulative compensation expense recognized for forfeited RSU awards was reversed.

For both the three and six months ended June 30, 2022, no cumulative compensation expense recognized for forfeited RSU awards was reversed.

For both the three and six months ended June 30, 2021, cumulative compensation expense

recognized for forfeited RSU awards of $ 57 was reversed.

The Company recognizes the income tax benefits resulting from vesting of RSUs in the period of vesting, to the extent the compensation expense has been recognized.

As of March 31, 2022, the Company had 173,340 non-vested RSUs subject to service conditions and had unrecognized compensation costs of approximately $ 515 .

The non-vested RSUs will vest over a period from ten months to three years following the grant date.

The weighted-average remaining vesting period of non-vested RSUs totaled 0.27 years as of March 31, 2022.

Performance Share Units (“PSUs”)

During the first quarter of 2020 and 2021, the Company granted PSUs to certain employees and non-employees that contain a performance condition.

Vesting is determined based on achievement of a performance metric for the year subsequent to the grant, and the number of shares that will vest can range from zero to a multiple of units granted.

During the fourth quarter of 2021, the Company determined that the 2020 Grant will vest at a multiple of two, resulting in the recognition of all compensation cost associated with this award.

As of March 31, 2022, the Company determined that it was not probable that the performance condition required for the 2021 Grant to vest would be achieved, and as such, no compensation expense has been recognized for this award.

PSUs Granted Units Granted Range of Vesting Units Vested / Probable of Vesting Unrecognized

Weighted Average

Remaining Vesting

Q1 2020 ("2020 Grant") 1,109,777 0 to 2,219,554

2,105,522 $ — 0

Q1 2021 ("2021 Grant") 400,507 0 to 801,014

— 30,878 0.75 years

(1) Unrecognized compensation cost is based upon the maximum amount of shares that could vest.

As of June 30, 2022, the Company had 30,486 non-vested RSUs subject to service conditions and had unrecognized compensation costs of approximately $ 158 .

The non-vested RSUs have weighted-average remaining vesting period of 0.51 years as of June 30, 2022.

Related party transactions

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In the ordinary course of business, Fortress, through affiliated entities, charges the Company for administrative and general expenses incurred pursuant to its Administrative Services Agreement (“Administrative Agreement”).

The charges under the Administrative Agreement that are attributable to the Company totaled $ 1,515 and $ 1,927 for the three months ended March 31, 2022 and 2021, respectively.

The charges under the Administrative Agreement that are attributable to the Company totaled $ 1,144 and $ 1,794 for the three months ended June 30, 2022 and 2021, respectively, and totaled $ 2,659 and $ 3,721 for the six months ended June 30, 2022 and 2021, respectively.

Costs associated with the Administrative Agreement are included within Selling, general and administrative in the condensed consolidated statements of operations and comprehensive income (loss).

As of March 31, 2022 and December 31, 2021, $ 7,057 and $ 5,700 were due to Fortress, respectively.

As of June 30, 2022 and December 31, 2021, $ 7,896 and $ 5,700 were due to Fortress, respectively.

In addition to administrative services, an affiliate of Fortress owns and leases an aircraft chartered by the Company for business purposes in the course of operations.

The Company incurred, at aircraft operator market rates, charter costs of $ 1,022 and $ 1,609 for the three months ended March 31, 2022 and 2021, respectively.

As of March 31, 2022 and December 31, 2021, $ 1,022 and $ 944 was due to this affiliate, respectively.

The Company incurred, at aircraft operator market rates, charter costs of $ 1,125 and $ 1,340 for the three months ended June 30, 2022 and 2021, respectively, and $ 2,147 and $ 2,949 for the six months ended June 30, 2022 and 2021, respectively.

As of June 30, 2022 and December 31, 2021, $ 1,248 and $ 944 was due to this affiliate, respectively.

The Company has leased land from Florida East Coast Industries, LLC (“FECI”), which is controlled by funds managed by an affiliate of Fortress.

The Company recognized expense related to the land lease of $ 103 and $ 126 during the three months ended March 31, 2022 and 2021, respectively, which was included within Operations and maintenance in the condensed consolidated statements of operations and comprehensive income (loss).

As of March 31, 2022 and December 31, 2021, the Company has recorded a lease liability of $ 3,321 and $ 3,314 , respectively, within Non-current lease liabilities on the condensed consolidated balance sheet.

The Company recognized expense related to the land lease of $ 103 and $ 103 during the three months ended June 30, 2022 and 2021, respectively, and $ 206 and $ 229 during the six months ended June 30, 2022 and 2021, respectively, which was included within Operations and maintenance in the condensed consolidated statements of operations and comprehensive income (loss).

As of June 30, 2022 and December 31, 2021, the Company has recorded a lease liability of $ 3,329 and $ 3,314 , respectively, within Non-current lease liabilities on the condensed consolidated balance sheet.

DevTech investment

6 unchanged sentences

The Company paid $ 988 to settle these outstanding amounts.

Subsequent to the restructuring of the consulting agreement, the Company recognized approximately $ 98 in expense for the three months ended March 31, 2022.

As of March 31, 2022 and December 31, 2021, $ 98 and $ 88 was due to DevTech, respectively.

Subsequent to the restructuring of the consulting agreement, the Company recognized approximately $ 119 and $ 217 in expense for the three and six months ended June 30, 2022, respectively.

As of June 30, 2022 and December 31, 2021, $ 217 and $ 88 was due to DevTech, respectively.

Fortress affiliated entities

1 unchanged sentence

There are no costs incurred by the Company as the Company is fully reimbursed for all costs incurred.

Beginning in the fourth quarter of 2020, the Company began subleasing a portion of office space and related administrative services to an affiliate of an entity managed by Fortress, and for the three months ended March 31, 2022 and 2021, $ 195 and $ 153 of rent and office related expenses were incurred by this affiliate, respectively.

As of March 31, 2022 and December 31, 2021, $ 712 and $ 1,241 were due from all Fortress affiliated entities, respectively.

Beginning in the fourth quarter of 2020, the Company began subleasing a portion of office space and related administrative services to an affiliate of an entity managed by Fortress.

For the three months ended June 30, 2022 and 2021, $ 201 and $ 241 of rent and office related expenses were incurred by this affiliate, respectively.

For the six months ended June 30, 2022 and 2021, $ 396 and $ 394 of

rent and office related expenses were incurred by this affiliate, respectively.

As of June 30, 2022 and December 31, 2021, $ 937 and $ 1,241 were due from all Fortress affiliated entities, respectively.

Additionally, an entity formerly affiliated with Fortress and currently owned by Messrs.

Edens and Nardone provides certain administrative services to the Company, as well as providing office space under a month-to-month non-exclusive license agreement.

The Company incurred rent and administrative expenses of approximately $ 600 and $ 803 for the three months ended March 31, 2022 and 2021, respectively.

As of March 31, 2022 and December 31, 2021, $ 3,043 and $ 2,444 were due to Fortress affiliated entities, respectively.

Agency agreement with PT Pesona Sentra Utama (or PT Pesona)

The Company incurred rent and administrative expenses of approximately $ 582 and $ 674 for the three months ended June 30, 2022 and 2021, respectively, and $ 1,182 and $ 1,477 for the six months ended June 30, 2022 and 2021, respectively.

As of June 30, 2022 and December 31, 2021, $ 1,182 and $ 2,444 were due to Fortress affiliated entities, respectively.

Agency agreement with PT Pesona Sentra Utama (PT Pesona)

PT Pesona, an Indonesian company, owns 51 % of the issued share capital in the Company’s subsidiary, PTGI, the owner and operator of NR Satu , and provides agency and local representation services for the Company with respect to NR Satu .

During the period after the Mergers, PT Pesona did not receive any agency fees.

PT Pesona and certain of its subsidiaries charged vessel management fees to the Company for the provision of technical and commercial management of the vessels amounting to $ 191 for the three months ended March 31, 2022.

PT Pesona and certain of its subsidiaries charged vessel management fees to the Company for the provision of technical and commercial management of the vessels amounting to $ 189 and $ 126 for the three months ended June 30, 2022 and 2021, respectively, and $$ 380 and $ 126 for the six months ended June 30, 2022 and 2021, respectively.

Hilli guarantees

2 unchanged sentences

Under the LOC Guarantee, the Company is severally liable for any outstanding amounts that are payable, up to approximately $ 19,000 .

As of March 31, 2022, Company has guaranteed $ 348,000 under the Partnership Guarantee.

As of June 30, 2022, Company has guaranteed $ 339,750 under the Partnership Guarantee.

Subsequent to the GMLP Merger, under the Partnership Guarantee and the LOC Guarantee NFE’s subsidiary, GMLP, is required to comply with the following covenants and ratios:

2 unchanged sentences

• a consolidated tangible net worth of $ 123.95 million.

The fair value of debt guarantees after amortization of $ 4,918 and $ 1,090 , has been presented within Other current liabilities and Other long-term liabilities, respectively, on the condensed consolidated balance sheet.

As of March 31, 2022, the Company was in compliance with the covenants and ratios for both Hilli guarantees.

As of March 31, 2022, the Company operates in two reportable segments:

As of June 30, 2022, the fair value of debt guarantees after amortization of $ 4,779 and $ 0 , has been presented within Other current liabilities and Other long-term liabilities, respectively, on the condensed consolidated balance sheet.

As of June 30, 2022, the Company was in compliance with the covenants and ratios for both Hilli guarantees.

As of June 30, 2022, the Company operates in two reportable segments:

Terminals and Infrastructure and Ships:

9 unchanged sentences

Segment Operating Margin is defined as the segment’s revenue less cost of sales less operations and maintenance less vessel operating expenses, excluding unrealized gains or losses to financial instruments recognized at fair value.

Terminals and Infrastructure Segment Operating Margin includes our effective share of revenue, expenses and segment operating margin attributable to our 50 % ownership of CELSEPAR.

Terminals and

Infrastructure Segment Operating Margin includes our effective share of revenue, expenses and segment operating margin attributable to our 50 % ownership of CELSEPAR.

Ships Segment Operating Margin includes our effective share of revenue, expenses and operating margin attributable to our ownership of 50 % of the common units of Hilli LLC.

Management considers Segment Operating Margin to be the appropriate metric to evaluate and compare the ongoing operating performance of the Company’s segments on a consistent basis across reporting periods as it eliminates the effect of items which management does not believe are indicative of each segment’s operating performance.

The table below presents segment information for the three months ended March 31, 2022 and 2021:

Three Months Ended March 31, 2022

The table below presents segment information for the three and six months ended June 30, 2022 and 2021:

Three Months Ended June 30, 2022

(in thousands of $) Terminals and

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$ 242,808 $ 11,148 $ 253,956 $ — $ 253,956

Three Months Ended March 31, 2021

Six Months Ended June 30, 2022

(in thousands of $) Terminals and

Infrastructure (1)

Segment Consolidation

and Other (3)

Statement of operations:

Total revenues $ 1,023,804 $ 225,966 $ 1,249,770 $ ( 159,797 ) $ 1,089,973

Cost of sales 507,480 — 507,480 ( 26,781 ) 480,699

Vessel operating expenses 7,747 47,230 54,977 ( 13,385 ) 41,592

Operations and maintenance 59,782 — 59,782 ( 16,124 ) 43,658

Segment Operating Margin $ 448,795 $ 178,736 $ 627,531 $ ( 103,507 ) $ 524,024

Balance sheet:

Total assets (4)

$ 5,189,044 $ 2,062,332 $ 7,251,376 $ — $ 7,251,376

Other segmental financial information:

Capital expenditures (4)(5)

$ 439,198 $ 14,437 $ 453,635 $ — $ 453,635

Three Months Ended June 30, 2021

(in thousands of $) Terminals and

Infrastructure (1)

Total Segment Consolidation

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$ 210,790 $ 1,400 $ 212,190 $ — $ 212,190

Six Months Ended June 30, 2021

(in thousands of $) Terminals and

Infrastructure (1)

Total Segment Consolidation

and Other (3)

Statement of operations:

Total revenues $ 327,232 $ 95,762 $ 422,994 $ ( 53,471 ) $ 369,523

Cost of sales 200,122 — 200,122 ( 2,021 ) 198,101

Vessel operating expenses — 20,175 20,175 ( 4,775 ) 15,400

Operations and maintenance 39,895 — 39,895 ( 5,079 ) 34,816

Segment Operating Margin $ 87,215 $ 75,587 $ 162,802 $ ( 41,596 ) $ 121,206

Balance sheet:

Total assets (4)

$ 1,917,701 $ 4,474,374 $ 6,392,075 $ — $ 6,392,075

Other segmental financial information:

Capital expenditures (4)(5)

$ 316,551 $ 1,400 $ 317,951 $ — $ 317,951

(1) Terminals and Infrastructure includes the Company’s effective share of revenues, expenses and operating margin attributable to 50 % ownership of CELSEPAR.

The earnings attributable to the investment of $ 36,680 for the three months ended March 31, 2022 are reported in income from equity method investments in the condensed consolidated statements of operations and comprehensive income (loss).

Terminals and Infrastructure does not include the unrealized mark-to-market gain on derivative instruments of $ 2,492 for the three months ended March 31, 2022 reported in Cost of sales.

The losses attributable to the investment of $ 389,996 and $ 353,315 for the three and six months ended June 30, 2022, respectively, and earnings attributable to the investment of $ 28,447 for the three and six months ended June 30, 2021 are reported in (Loss) income from equity method investments in the condensed consolidated statements of operations and comprehensive income (loss).

(2) Ships includes the Company’s effective share of revenues, expenses and operating margin attributable to 50 % ownership of the Hilli Common Units.

The earnings attributable to the investment of $ 13,555 for the three months ended March 31, 2022, are reported in income from equity method investments in the condensed consolidated statements of operations and comprehensive income (loss).

The earnings attributable to the investment of $ 17,069 and $ 30,623 for the three and six months ended June 30, 2022, respectively, and $ 10,494 for the three and six months ended June 30, 2021 are reported in (Loss) income from equity method investments in the condensed consolidated statements of operations and comprehensive income (loss).

(3) Consolidation and Other adjusts for the inclusion of the effective share of revenues, expenses and operating margin attributable to 50 % ownership of CELSEPAR and Hilli Common Units in the segment measure and exclusion of the unrealized mark-to-market gain or loss on derivative instruments.

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(5) Capital expenditures includes amounts capitalized to construction in progress and additions to property, plant and equipment during the period.

Consolidated Segment Operating Margin is defined as net income (loss), adjusted for selling, general and administrative expenses, transaction and integration costs, depreciation and amortization, interest expense, other (income) expense, income from equity method investments and tax (benefit) provision.

The following table reconciles Net income (loss), the most comparable financial statement measure, to Consolidated Segment Operating Margin:

Three Months Ended March 31,

Consolidated Segment Operating Margin is defined as net (loss) income, adjusted for selling, general and administrative expenses, transaction and integration costs, depreciation and amortization, asset impairment expense, interest expense, other (income), (loss) income from equity method investments and tax (benefit) provision.

The following table reconciles Net income (loss) income, the most comparable financial statement measure, to Consolidated Segment Operating Margin:

Three Months Ended June 30, Six Months Ended June 30,

(in thousands of $) 2022 2021 2022 2021

Net income (loss) $ 241,181 $ ( 39,509 )

Net (loss) income $ ( 178,431 ) $ ( 1,734 ) $ 62,750 $ ( 41,243 )

Selling, general and administrative 50,310 44,536 98,351 78,152

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Depreciation and amortization 36,356 26,997 70,646 36,886

Asset impairment expense 48,109 — 48,109 —

Interest expense 47,840 31,482 92,756 50,162

Other (income), net ( 22,102 ) ( 7,457 ) ( 41,827 ) ( 8,058 )

Tax benefit ( 49,681 ) ( 877 )

(Income) from equity method investments ( 50,235 ) —

Tax (benefit) provision ( 86,539 ) 4,409 ( 136,220 ) 3,532

Loss (Income) from equity method investments 372,927 ( 38,941 ) 322,692 ( 38,941 )

Consolidated Segment Operating Margin $ 273,336 $ 88,444 $ 524,024 $ 121,206

Subsequent events

On May 4, 2022, the Company entered into an amendment to the Revolving Facility to increase the commitments thereunder by $ 125,000 , for a total capacity under the Revolving Facility of $ 440,000 .

The Applicable Margin for borrowings under the Revolving Facility based on the current usage of the facility has not changed.

No changes were made to the maturity date or covenants.

Vessel Financing Transaction

On July 2, 2022, certain affiliates of NFE (collectively, the “Sellers”) and a separate affiliate of NFE acting as contributor (the “Contributor”, together with the Sellers, the “NFE Vessel Group”) entered into an Equity Purchase and Contribution Agreement (the “Purchase Agreement”) with AP Neptune Holdings Ltd.

(“Purchaser”), which is affiliated with certain funds or investment vehicles managed by affiliates of Apollo Global Management, Inc.

(the “Purchaser Group”), pursuant to which (1) the Contributor and the Purchaser formed a joint venture (the “JV”), (2) the Sellers agreed to sell to the Purchaser eight vessels, (3) the Purchaser will contribute the eight vessels to the JV and (4) the Contributor will contribute three additional vessels to the JV.

In connection with the transaction, the Nanook SPV facility, Penguin SPV facility, Celsius SPV facility and Vessel Term Loan Facility are expected to be extinguished.

The cash purchase price for the transaction is subject to customary purchase price adjustments, and after giving effect to the repayment of existing debt, net cash proceeds to NFE are expected to be approximately $ 1.1 billion (the "Vessel Financing Transaction").

In connection with the transaction, certain affiliates of NFE will enter into long-term time charter agreements for a period up to 20 years in respect of ten of the eleven vessels, the terms of which will commence upon the expiration of each vessel's existing charter.

The Purchase Agreement contains customary representations, warranties and covenants by each of the NFE Vessel Group, the Contributor and the Purchaser Group.

Closing of the transactions contemplated by the Purchase Agreement is subject to customary conditions, including the absence of a material adverse effect, but is not subject to any regulatory or financing condition or contingency.

Closing is expected to occur in the third quarter of 2022.

The Purchase Agreement contains termination rights for each of the NFE Vessel Group and the Purchaser Group, including for the material uncured breach of either the NFE Vessel Group or the Purchaser Group and for the failure to consummate the transactions by December 30, 2022.

Upon termination of the Purchase Agreement under specified circumstances, the Purchaser Group would owe to the NFE Vessel Group a termination fee of approximately $ 80 million.

A&R LC Facility

On July 27, 2022, NFE and certain subsidiaries of NFE, acting as Guarantors, entered into an Amendment and Restatement to the Uncommitted Letter of Credit and Reimbursement Agreement (“LC Facility”, and as amended and restated, the “A&R LC Facility”), with certain financial institutions for the provision of letters of credit to NFE and its subsidiaries.

The A&R LC Facility was increased to an initial amount of $ 250,000 , as may be increased by an additional principal amount of up to $ 100,000 , subject to satisfaction of certain conditions.

The A&R LC Facility has a term of one year with the potential for the Company to extend the maturity date.

The A&R LC Facility provides for the issuance of letters of credit, and the letters of credit will be used to provide credit support for the Company's commercial agreements in the ordinary course of business, including LNG purchases or development expenditures.

The obligations under the A&R LC Facility are guaranteed, jointly and severally, by certain of the Company's subsidiaries.

The obligations are senior secured obligations, secured on a first-priority basis by liens on the collateral, subject to permitted liens and certain other exceptions.

The security interest of the secured parties under the A&R LC Facility in the collateral ranks pari passu with the security interest of the holders of the Company’s existing 2025 Notes, the Company’s existing 2026 Notes and the Company’s Revolving Facility, and an equal priority intercreditor agreement governs the treatment of such collateral.

The letters of credit bear interest at a rate equal to (i) a base rate equal to the higher of the rate last quoted by The Wall Street Journal as the “Prime Rate” and a rate tied to the Federal Reserve Bank of New York, plus 0.50 %, plus (ii) an applicable margin of 2.25 %.

The A&R LC Facility contains usual and customary representations and warranties, and usual and customary affirmative and negative covenants.

The affirmative covenants include, among other things, delivery of financial statements, compliance certificates and notices, payment of taxes and other obligations, conduct of business and maintenance of existence, compliance with applicable laws and regulations, maintenance of properties and insurance, maintenance of books and records and provision of guarantees and collateral.

The negative covenants include limitations on restricted payments, dividends and other payment restrictions affecting subsidiaries, indebtedness, asset sales, transactions with affiliates, liens, mergers, consolidation or sale of all or substantially all assets, and maintenance of a total debt to capitalization ratio and a total first lien debt to adjusted EBITDA ratio (which latter covenant shall be tested only if the Company is required to test under the Company’s Revolving Facility).

The A&R LC Facility also contains usual and customary events of default (subject to grace periods), including non-payment of principal, interest, fees and other amounts;

material breach of a representation or warranty;

covenant defaults, acceleration of other material debt;

material judgments;

bankruptcy or insolvency;

ERISA-related defaults;

impairment of security or guarantees;

and change of control.

Vessel Term Loan Facility Upsize

On August 3, 2022, the Company exercised the accordion feature under the Vessel Term Loan Facility, drawing $ 115,000 .

The Company expects to repay all amounts outstanding under the Vessel Term Loan Facility, including this additional principal draw, in conjunction with closing the Vessel Financing Transaction in the third quarter of 2022.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements