New Fortress Energy Inc. 10-Q

Item 1. Financial Statements. New Fortress Energy Inc. Condensed Consolidated Balance Sheets As of June 30, 2022 and December 31, 2021 (Unaudited, in thousands of U.S. dollars, except share amounts) June 30, 2022 December 31, 2021 Assets Current assets Cash and cash equivalents $ 138,329 $ 187,509 Restricted cash 71,602 68,561 Receivables, net of allowances of $ 164 and $ 164 , respectively 313,457 208,499 Inventory 72,152 37,182 Prepaid expenses and other current assets, net 141,092 83,115 Total current assets 736,632 584,866 Restricted cash 7,960 7,960 Construction in progress 1,401,468 1,043,883 Property, plant and equipment, net 2,156,431 2,137,936 Equity method investments 939,738 1,182,013 Right-of-use assets 407,689 309,663 Intangible assets, net 121,088 142,944 Finance leases, net 600,885 602,675 Goodwill 778,488 760,135 Deferred tax assets, net 5,628 5,999 Other non-current assets, net 95,369 98,418 Total assets $ 7,251,376 $ 6,876,492 Liabilities Current liabilities Current portion of long-term debt $ 99,756 $ 97,251 Accounts payable 111,436 68,085 Accrued liabilities 236,535 244,025 Current lease liabilities 53,983 47,114 Other current liabilities 94,286 106,036 Total current liabilities 595,996 562,511 Long-term debt 4,051,756 3,757,879 Non-current lease liabilities 329,972 234,060 Deferred tax liabilities, net 140,289 269,513 Other long-term liabilities 60,835 58,475 Total liabilities 5,178,848 4,882,438 Commitments and contingencies (Note 21) Stockholders’ equity 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 2,076 2,069 Additional paid-in capital 1,868,618 1,923,990 Accumulated deficit ( 63,895 ) ( 132,399 ) Accumulated other comprehensive income (loss) 78,232 ( 2,085 ) Total stockholders’ equity attributable to NFE 1,885,031 1,791,575 Non-controlling interest 187,497 202,479 Total stockholders’ equity 2,072,528 1,994,054 Total liabilities and stockholders’ equity $ 7,251,376 $ 6,876,492 The accompanying notes are an integral part of these condensed consolidated financial statements. 1 Table of Contents New Fortress Energy Inc. Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) 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 June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenues Operating revenue $ 497,240 $ 102,836 $ 897,315 $ 194,032 Vessel charter revenue 75,134 64,561 167,554 64,561 Other revenue 12,481 56,442 25,104 110,930 Total revenues 584,855 223,839 1,089,973 369,523 Operating expenses Cost of sales 272,401 101,430 480,699 198,101 Vessel operating expenses 18,628 15,400 41,592 15,400 Operations and maintenance 20,490 18,565 43,658 34,816 Selling, general and administrative 50,310 44,536 98,351 78,152 Transaction and integration costs 4,866 29,152 6,767 40,716 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 Operating income (loss) 133,695 ( 12,241 ) 300,151 ( 34,548 ) Interest expense 47,840 31,482 92,756 50,162 Other (income), net ( 22,102 ) ( 7,457 ) ( 41,827 ) ( 8,058 ) 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 Weighted average number of shares outstanding – diluted 209,669,188 202,331,304 209,810,647 189,885,473 Other comprehensive income (loss): Net (loss) income $ ( 178,431 ) $ ( 1,734 ) $ 62,750 $ ( 41,243 ) Currency translation adjustment ( 39,703 ) 101,690 81,127 100,693 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. 2 Table of Contents New Fortress Energy Inc. Condensed Consolidated Statements of Changes in Stockholders’ Equity For the three and six months ended June 30, 2022 and 2021 (Unaudited, in thousands of U.S. dollars, except share amounts) Class A common stock Additional paid-in capital Retained earnings (accumulated deficit) Accumulated other comprehensive (loss) income Non- controlling interest Total stockholders’ equity Shares Amount Balance as of December 31, 2021 206,863,242 $ 2,069 $ 1,923,990 $ ( 132,399 ) $ ( 2,085 ) $ 202,479 $ 1,994,054 Net income — — — 238,269 — 2,912 241,181 Other comprehensive income — — — — 118,874 1,956 120,830 Share-based compensation expense — — 880 — — — 880 Issuance of shares for vested RSUs 1,121,255 7 — — — — 7 Shares withheld from employees related to share-based compensation, at cost ( 442,146 ) — ( 15,274 ) — — — ( 15,274 ) Dividends — — ( 20,754 ) — — ( 3,019 ) ( 23,773 ) Balance as of March 31, 2022 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 paid-in capital Accumulated deficit Accumulated other comprehensive (loss) income Non- controlling interest Total stockholders’ equity Shares Amount Balance as of December 31, 2020 174,622,862 $ 1,746 $ 594,534 $ ( 229,503 ) $ 182 $ 8,127 $ 375,086 Net loss — — — ( 37,903 ) — ( 1,606 ) ( 39,509 ) Other comprehensive loss — — — — ( 123 ) ( 874 ) ( 997 ) Share-based compensation expense — — 1,770 — — — 1,770 Issuance of shares for vested RSUs 1,335,787 — — — — — — Shares withheld from employees related to share-based compensation, at cost ( 638,235 ) — ( 27,571 ) — — — ( 27,571 ) Dividends — — ( 17,598 ) — — — ( 17,598 ) Balance as of March 31, 2021 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. 3 Table of Contents New Fortress Energy Inc. Condensed Consolidated Statements of Cash Flows For the six months ended June 30, 2022 and 2021 (Unaudited, in thousands of U.S. dollars) Six Months Ended June 30, 2022 2021 Cash flows from operating activities Net income (loss) $ 62,750 $ ( 41,243 ) Adjustments for: Amortization of deferred financing costs and debt guarantee, net 2,383 ( 6,290 ) Depreciation and amortization 71,172 37,462 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 Changes in operating assets and liabilities, net of acquisitions: (Increase) in receivables ( 123,843 ) ( 38,018 ) (Increase) in inventories ( 35,167 ) ( 35,458 ) (Increase) Decrease in other assets ( 58,949 ) 3,679 Decrease in right-of-use assets 35,265 2,072 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 ) Net cash provided by (used in) operating activities 170,933 ( 111,352 ) Cash flows from investing activities 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 ) Other investing activities — ( 750 ) Net cash (used in) investing activities ( 441,708 ) ( 1,830,933 ) Cash flows from financing activities Proceeds from borrowings of debt 437,917 1,652,500 Payment of deferred financing costs ( 4,805 ) ( 20,989 ) Repayment of debt ( 146,030 ) ( 15,864 ) Payments related to tax withholdings for share-based compensation ( 13,054 ) ( 29,717 ) Payment of dividends ( 47,374 ) ( 41,346 ) 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 ) Net (decrease) in cash, cash equivalents and restricted cash ( 46,139 ) ( 399,018 ) Cash, cash equivalents and restricted cash – beginning of period 264,030 629,336 Cash, cash equivalents and restricted cash – end of period $ 217,891 $ 230,318 Supplemental disclosure of non-cash investing and financing activities: Changes in accounts payable and accrued liabilities associated with construction in progress and property, plant and equipment additions $ 5,302 $ 85,513 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. 4 Table of Contents 1. Organization New Fortress Energy Inc. (“NFE,” together with its subsidiaries, the “Company”), a Delaware corporation, is a global energy infrastructure company founded to help address energy poverty and accelerate the world’s transition to reliable, affordable and clean energy. 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, 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. The business and reportable segment information reflect how the Chief Operating Decision Maker (“CODM”) regularly reviews and manages the business. 2. Basis of presentation 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 (the "Annual Report"). 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. Actual results could be different from these estimates. 3. Adoption of new and revised standards (a) New standards, amendments and interpretations issued but not effective for the year beginning January 1, 2022: The Company has reviewed recently issued accounting pronouncements and concluded that such pronouncements are either not applicable to the Company or no material impact is expected in the consolidated financial statements as a result of future adoption. (b) New and amended standards adopted by the Company: In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (ASU 2020-06). ASU 2020-06 simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. 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. 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. 4. Acquisitions Hygo Merger 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 5 Table of Contents 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: Consideration As of April 15, 2021 Cash consideration for Hygo Preferred Shares $ 180,000 Cash consideration for Hygo Common Shares 400,000 Total Cash Consideration $ 580,000 Merger consideration to be paid in shares of NFE Common Stock 1,400,784 Total Non-Cash Consideration 1,400,784 Total Consideration $ 1,980,784 The Company determined it was the accounting acquirer of Hygo, which was accounted for under the acquisition method of accounting for business combinations. 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 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: 6 Table of Contents Hygo As of April 15, 2021 Assets Acquired Cash and cash equivalents $ 26,641 Restricted cash 48,183 Accounts receivable 5,126 Inventory 1,022 Other current assets 8,095 Construction in process 128,625 Property, plant and equipment, net 385,389 Equity method investments 823,521 Finance leases, net 601,000 Deferred tax assets, net 1,065 Other non-current assets 52,996 Total assets acquired: $ 2,081,663 Liabilities Assumed Current portion of long-term debt $ 38,712 Accounts payable 3,059 Accrued liabilities 39,149 Other current liabilities 13,495 Long-term debt 433,778 Deferred tax liabilities, net 275,410 Other non-current liabilities 21,520 Total liabilities assumed: 825,123 Non-controlling interest 38,306 Net assets acquired: 1,218,234 Goodwill $ 762,550 The fair value of Hygo’s non-controlling interest (“NCI”) as of April 15, 2021 was $ 38,306 , including the fair value of the net assets of VIEs that Hygo has consolidated. These VIEs are SPVs (both defined below) for the sale and leaseback of certain vessels, and Hygo has no equity investment in these entities. The fair value of NCI was determined based on the valuation of the SPV’s external debt and the lease receivable asset associated with the sales leaseback transaction with Hygo’s subsidiary, using a discounted cash flow method. The fair value of receivables acquired from Hygo was $ 8,009 , which approximated the gross contractual amount; no material amounts were expected to be uncollectible. Goodwill was calculated as the excess of the purchase price over the net assets acquired. Goodwill represents access to additional LNG and natural gas distribution systems and power markets, including workforce, that will allow the Company to rapidly develop and deploy LNG to power solutions. While the goodwill is not deductible for local tax purposes, it is treated as an amortizable expense for the U.S. global intangible low-taxed income ("GILTI") computation. 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. GMLP Merger 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, 7 Table of Contents 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. 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. The consideration paid by the Company in the GMLP Merger was as follows: Consideration As of April 15, 2021 GMLP Common Units ($ 3.55 per unit x 69,301,636 units) $ 246,021 GMLP General Partner Interest ($ 3.55 per unit x 1,436,391 units) 5,099 Partnership Phantom Units ($ 3.55 per unit x 58,960 units) 209 Cash Consideration $ 251,329 GMLP debt repaid in acquisition 899,792 Total Cash Consideration 1,151,121 Cash settlement of preexisting relationship ( 3,978 ) Total Consideration $ 1,147,143 The Company determined it is the accounting acquirer of GMLP, which was accounted for under the acquisition method of accounting for business combinations. 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. 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: 8 Table of Contents GMLP As of April 15, 2021 Assets Acquired Cash and cash equivalents $ 41,461 Restricted cash 24,816 Accounts receivable 3,195 Inventory 2,151 Other current assets 2,789 Equity method investments 355,500 Property, plant and equipment, net 1,063,215 Intangible assets, net 106,500 Deferred tax assets, net 963 Other non-current assets 4,400 Total assets acquired: $ 1,604,990 Liabilities Assumed Current portion of long-term debt $ 158,073 Accounts payable 3,019 Accrued liabilities 17,226 Other current liabilities 73,774 Deferred tax liabilities, net 14,907 Other non-current liabilities 10,630 Total liabilities assumed: 277,629 Non-controlling interest 196,156 Net assets to be acquired: 1,131,205 Goodwill $ 15,938 The fair value of GMLP’s NCI as of April 15, 2021 was $ 196,156 , which represents the fair value of other investors’ interest in the Mazo , GMLP’s preferred units which were not acquired by the Company and the fair value of net assets of an SPV formed for the purpose of a sale and leaseback of the Eskimo . The fair value of GMLP’s preferred units and the valuation of the SPV’s external debt and the lease receivable asset associated with the sale leaseback transaction have been estimated using a discounted cash flow method. The fair value of receivables acquired from GMLP was $ 4,797 , which approximated the gross contractual amount; no material amounts were expected to be uncollectible. The Company acquired favorable and unfavorable leases for the use of GMLP’s vessels. The fair value of the favorable contracts was $ 106,500 and the fair value of the unfavorable contracts was $ 13,400 . The total weighted average amortization period is approximately three years ; the favorable contract asset has a weighted average amortization period of approximately three years and the unfavorable contract liability has a weighted average amortization period of approximately one year . The Company and GMLP had an existing lease agreement prior to the GMLP Merger. As a result of the acquisition, the lease agreement and any associated receivable and payable balances were effectively settled. 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 income (loss) in the second quarter of 2021. 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. 9 Table of Contents 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, 2021 2021 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 On January 12, 2021, the Company acquired 100 % of the outstanding shares of CH4 Energia Ltda. (“CH4”), an entity that owns key permits and authorizations to develop an LNG terminal and an up to 1.37GW gas-fired power plant at the Port of Suape in Brazil. The purchase consideration consisted of $ 903 of cash paid at closing in addition to potential future payments contingent on achieving certain construction milestones of up to approximately $ 3,600 . As the contingent payments meet the definition of a derivative, the fair value of the contingent payments as of the acquisition date of $ 3,047 was included as part of the purchase consideration and was recognized in Other long-term liabilities on the condensed consolidated balance sheets. The selling shareholders of CH4 may also receive future payments based on gas consumed by the power plant or sold to customers from the LNG terminal. The purchase of CH4 has been accounted for as an asset acquisition. As a result, no goodwill was recorded, and the Company’s acquisition-related costs of $ 295 were included in the purchase consideration. The total purchase consideration of $ 5,776 , which included a deferred tax liability of $ 1,531 recognized as a result from the acquisition, was allocated to permits and authorizations acquired and was recorded within Intangible assets, net. On March 11, 2021, the Company acquired 100 % of the outstanding shares of Pecém Energia S.A. (“Pecém”) and Energetica Camacari Muricy II S.A. (“Muricy”). These companies collectively hold grants to operate as an independent power provider and 15 -year power purchase agreements for the development of thermoelectric power plants in the State of Bahia, Brazil. The Company is seeking to obtain the necessary approvals to transfer the power purchase agreements in connection with the construction the gas-fired power plant and LNG import terminal at the Port of Suape. The purchase consideration consisted of $ 8,041 of cash paid at closing in addition to potential future payments contingent on achieving commercial operations of the gas-fired power plant at the Port of Suape of up to approximately $ 10.5 million. As the contingent payments meet the definition of a derivative, the fair value of the contingent payments as of the acquisition date of $ 7,473 was included as part of the purchase consideration and was recognized in Other long-term liabilities on the condensed consolidated balance sheets. The selling shareholders may also receive future payments based on power generated by the power plant in Suape, subject to a maximum payment of approximately $ 4.6 million. The purchases of Pecém and Muricy were accounted for as asset acquisitions. As a result, no goodwill was recorded, and the Company’s acquisition-related costs of $ 1,275 were included in the purchase consideration. Of the total purchase consideration, $ 16,585 was allocated to acquired power purchase agreements and recorded in Intangible assets, net on the condensed consolidated balance sheets; the remaining purchase consideration was related to working capital acquired. 10 Table of Contents 5. VIEs Lessor VIEs The Company assumed sale leaseback arrangements for four vessels as part of the Mergers, o ne of which was terminated in 2021. As part of these financings, the vessel was sold to a single asset entity wholly owned by the lending bank (a special purpose vehicle or "SPV") and then leased back. While the Company does not hold an equity investment in these lending entities, these entities are variable interest entities ("VIEs"), and the Company has a variable interest in these lending entities due to the guarantees and fixed price repurchase options that absorb the losses of the VIE that could potentially be significant to the entity. The Company has concluded that it has the power to direct the economic activities that most impact the economic performance as it controls the significant decisions relating to the assets and it has the obligation to absorb losses or the right to receive the residual returns from the leased asset. Therefore, the Company consolidates these lending entities; as NFE has no equity interest in these VIEs, all equity attributable to these VIEs is included in non-controlling interest in the consolidated financial statements. Transactions between NFE's wholly-owned subsidiaries and these VIEs are eliminated in consolidation, including sale leaseback transactions. CCB Financial Leasing Corporation Limited (“CCBFL”) In September 2018, the Nanook was sold to a subsidiary of CCBFL, Compass Shipping 23 Corporation Limited, and subsequently leased back on a bareboat charter for a term of twelve years . The Company has options to repurchase the vessel throughout the charter term at fixed pre-determined amounts, commencing from the third anniversary of the commencement of the bareboat charter, with an obligation to repurchase the vessel at the end of the twelve-year lease period. Oriental Shipping Company (“COSCO”) In December 2019, the Penguin was sold to a subsidiary of COSCO, Oriental Fleet LNG 02 Limited, and subsequently leased back on a bareboat charter for a term of six years . The Company has options to repurchase the vessel throughout the charter term at fixed pre-determined 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 six-year lease period. AVIC International Leasing Company Limited (“AVIC”) In March 2020, the Celsius was sold to a subsidiary of AVIC, Noble Celsius Shipping Limited, and subsequently leased back on a bareboat charter for a term of seven years . 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 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 repurchase option Repurchase price at next repurchase option date Repurchase obligation at end of lease term 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 11 Table of Contents A summary of payment obligations under the bareboat charters with the lessor VIEs as of June 30, 2022, are shown below: Vessel Remaining 2022 2023 2024 2025 2026 2027+ Nanook $ 12,015 $ 23,426 $ 22,698 $ 21,910 $ 21,152 $ 72,595 Penguin 6,600 12,889 12,379 8,973 — — Celsius 8,504 61,640 15,722 14,976 13,424 — 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 June 30, 2022 are as follows: Nanook Penguin Celsius Assets Restricted cash $ 14,660 $ 6,023 $ 27,983 Liabilities Long-term interest bearing debt - current portion $ — $ 18,828 $ 6,085 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 $ 2,357 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. Other VIEs Hilli LLC The Company acquired an interest of 50 % of the common units of Hilli LLC (“Hilli Common Units”) as part of the acquisition of GMLP. Hilli LLC owns Golar Hilli Corporation (“Hilli Corp”), the disponent owner of the Hilli . The Company determined that Hilli LLC is a VIE, and the Company is not the primary beneficiary of Hilli LLC. Thus, Hilli LLC has not been consolidated into the financial statements and has been recognized as an equity method investment. 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”) The Company acquired all of the voting stock and controls all of the economic interests in PTGI pursuant to a shareholders’ agreement with the other shareholder of PTGI, PT Pesona Sentra Utama (“PT Pesona”), as part of the acquisition of GMLP. PT Pesona holds the remaining 51 % interest in the issued share capital of PTGI and provides agency and local representation services for the Company with respect to NR Satu . PTGI is the owner and operator of NR Satu . 12 Table of Contents The Company determined that PTGI is a VIE, and the Company is the primary beneficiary of PTGI. Thus, PTGI has been consolidated into the financial statements. Trade creditors of PTGI have no recourse to the Company's general credit. PTGI paid no dividends to PT Persona during the period after the Mergers. 6. Revenue recognition 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 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 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. 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 June 30, 2022 and December 31, 2021 are detailed below: June 30, 2022 December 31, 2021 Contract assets, net - current $ 7,766 $ 7,462 Contract assets, net - non-current 32,763 36,757 Total contract assets, net $ 40,529 $ 44,219 Contract liabilities $ 11,201 $ 2,951 Revenue recognized in the year from: 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 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 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. In the first quarter of 2020, the Company began delivery under the agreement and started recognizing these costs on a straight-line basis over the expected term of the agreement. 13 Table of Contents Transaction price allocated to remaining performance obligations Some of the Company’s contracts are short-term in nature with a contract term of less than a year. The Company applied the optional exemption not to report any unfulfilled performance obligations related to these contracts. The Company has arrangements in which LNG, natural gas or outputs from the Company’s power generation facilities are sold on a “take-or-pay” basis whereby the customer is obligated to pay for the minimum guaranteed volumes even if it does not take delivery. The price under these agreements is typically based on a market index plus a fixed margin. The fixed transaction price allocated to the remaining performance obligations under these arrangements represents the fixed margin multiplied by the outstanding minimum guaranteed volumes. The Company expects to recognize this revenue over the following time periods. The pattern of recognition reflects the minimum guaranteed volumes in each period: Period Revenue Remainder of 2022 $ 138,274 2023 520,335 2024 516,660 2025 507,868 2026 505,729 Thereafter 8,141,219 Total $ 10,330,085 For all other sales contracts that have a term exceeding one year, the Company has elected the practical expedient in ASC 606 under which the Company does not disclose the transaction price allocated to remaining performance obligations if the variable consideration is allocated entirely to a wholly unsatisfied performance obligation. For these excluded contracts, the sources of variability are (a) the market index prices of natural gas used to price the contracts, and (b) the variation in volumes that may be delivered to the customer. Both sources of variability are expected to be resolved at or shortly before delivery of each unit of LNG, natural gas, power or steam. As each unit of LNG, natural gas, power or steam represents a separate performance obligation, future volumes are wholly unsatisfied. Lessor arrangements 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: June 30, 2022 December 31, 2021 Property, plant and equipment $ 1,276,061 $ 1,274,234 Accumulated depreciation ( 55,477 ) ( 31,849 ) Property, plant and equipment, net $ 1,220,584 $ 1,242,385 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 Variable lease income 668 1,370 11,232 1,370 Total operating lease income $ 72,350 $ 63,396 $ 163,136 $ 63,396 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. 14 Table of Contents 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 June 30, 2022, for the remainder of 2022 through 2026 and thereafter: Future cash receipts Financing Leases Operating Leases Remainder of 2022 $ 25,248 $ 137,089 2023 50,616 147,375 2024 51,442 104,148 2025 51,876 25,961 2026 52,147 — Thereafter 1,051,956 — Total minimum lease receivable $ 1,283,285 $ 414,573 Unguaranteed residual value 107,000 Gross investment in sales-type lease $ 1,390,285 Less: Unearned interest income 783,693 Less: Current expected credit losses 1,551 Net investment in leased asset $ 605,041 Current portion of net investment in leased asset $ 4,156 Non-current portion of net investment in leased asset 600,885 7. Leases, as lessee The Company has operating leases primarily for the use of LNG vessels, marine port space, office space, land and equipment under non-cancellable lease agreements. The Company’s leases may include multiple optional renewal periods that are exercisable solely at the Company’s discretion. Renewal periods are included in the lease term when the Company is reasonably certain that the renewal options would be exercised, and the associated lease payments for such periods are reflected in the right-of-use asset and lease liability. The Company’s leases include fixed lease payments which may include escalation terms based on a fixed percentage or may vary based on an inflation index or other market adjustments. Escalations based on changes in inflation indices and market adjustments and other lease costs that vary based on the use of the underlying asset are not included as lease payments in the calculation of the lease liability or right-of-use asset; such payments are included in variable lease cost when the obligation that triggers the variable payment becomes probable. Variable lease cost includes contingent rent payments for office space based on the percentage occupied by the Company in addition to common area charges and other charges that are variable in nature. 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. 15 Table of Contents 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 Finance right-of-use-assets 22,751 23,912 Total right-of-use assets $ 407,689 $ 309,663 Current lease liabilities: Operating lease liabilities $ 50,156 $ 43,395 Finance lease liabilities 3,827 3,719 Total current lease liabilities $ 53,983 $ 47,114 Non-current lease liabilities: Operating lease liabilities $ 316,919 $ 219,189 Finance lease liabilities 13,053 14,871 Total non-current lease liabilities $ 329,972 $ 234,060 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 Variable lease cost 466 503 936 1,196 Short-term lease cost 1,897 1,507 6,122 2,229 Lease cost - Cost of sales $ 20,112 $ 8,993 $ 41,015 $ 20,029 Lease cost - Operations and maintenance 844 549 1,609 1,106 Lease cost - Selling, general and administrative 1,820 1,504 3,347 3,071 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 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). 16 Table of Contents 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 six months ended June 30, 2022 and 2021: Six Months Ended June 30, 2022 2021 Operating cash outflows for operating lease liabilities $ 52,254 $ 18,354 Financing cash outflows for finance lease liabilities 2,554 654 Right-of-use assets obtained in exchange for new operating lease liabilities 134,075 3,706 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 Due remainder of 2022 $ 41,104 $ 2,359 2023 73,754 4,362 2024 67,601 4,381 2025 59,144 4,381 2026 51,161 2,625 Thereafter 236,512 1,029 Total lease payments $ 529,276 $ 19,137 Less: effects of discounting 162,201 2,257 Present value of lease liabilities $ 367,075 $ 16,880 Current lease liability $ 50,156 $ 3,827 Non-current lease liability 316,919 13,053 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 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 %. 8. Financial instruments Interest rate and currency risk management In connection with the Mergers, the Company has acquired financial instruments that GMLP and Hygo used to reduce the risk associated with fluctuations in interest rates and foreign exchange rates. Interest rate swaps are used to convert floating rate interest obligations to fixed rates, which from an economic perspective hedges the interest rate exposure. 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. Credit risk exists to the extent that the counterparties are unable to perform under the contracts; 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 June 30, 2022 : 17 Table of Contents Instrument Notional Amount (in thousands) Maturity Dates Fixed Interest Rate Forward Foreign Exchange Rate Interest rate swap: Receiving floating, pay fixed $ 339,750 March 2026 2.86 % N/A 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 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. These inputs are prioritized as follows: • Level 1 – observable inputs such as quoted prices in active markets for identical assets or liabilities. • Level 2 – inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities or market corroborated inputs. • Level 3 – unobservable inputs for which there is little or no market data and which require the Company to develop its own assumptions about how market participants price the asset or liability. The valuation techniques that may be used to measure fair value are as follows: • Market approach – uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. • Income approach – uses valuation techniques, such as the discounted cash flow technique, to convert future amounts to a single present amount based on current market expectations about those future amounts. • Cost approach – based on the amount that currently would be required to replace the service capacity of an asset (replacement cost). 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. 18 Table of Contents 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 Assets 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 Liabilities Contingent consideration derivative liabilities $ — $ — $ 47,887 $ 47,887 December 31, 2021 Assets Investment in equity securities $ 11,195 $ — $ 7,678 $ 18,873 Liabilities 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 . 19 Table of Contents 9. Restricted cash 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 Collateral for letters of credit and performance bonds 27,639 27,614 Collateral for interest rate swaps 2,500 12,500 Other restricted cash 757 756 Total restricted cash $ 79,562 $ 76,521 Current restricted cash $ 71,602 $ 68,561 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 June 30, 2022 and December 31, 2021. 10. Inventory 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 Automotive diesel oil inventory 8,443 4,789 Bunker fuel, materials, supplies and other 25,548 15,578 Total inventory $ 72,152 $ 37,182 Inventory is adjusted to the lower of cost or net realizable value each quarter. 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 six months ended June 30, 2022 and 2021. 11. Prepaid expenses and other current assets 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 Other current assets 29,770 26,812 Total prepaid expenses and other current assets, net $ 141,092 $ 83,115 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). 20 Table of Contents 12. Equity method investments As a result of the Mergers, the Company acquired investments in Centrais Elétricas de Sergipe Participações S.A. (“CELSEPAR”) and Hilli LLC, both of which have been recognized as equity method investments. The Company has a 50 % ownership interest in both entities. The investments are reflected in the Terminals and Infrastructure and Ships segments, respectively. Changes in the balance of the Company’s equity method investments is as follows: June 30, 2022 Equity method investments as of December 31, 2021 $ 1,182,013 Dividends ( 14,858 ) Equity in earnings of investees 22,755 Other-than-temporary impairment ( 345,447 ) Foreign currency translation adjustment 95,275 Equity method investments as of June 30, 2022 $ 939,738 The carrying amount of equity method investments as of June 30, 2022 is as follows: June 30, 2022 Hilli LLC $ 382,269 CELSEPAR 557,469 Total $ 939,738 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 CELSEPAR is jointly owned and operated with Ebrasil Energia Ltda. (“Ebrasil”), an affiliate of Eletricidade do Brasil S.A., and the Company accounts for this 50 % investment using the equity method. CELSEPAR owns 100 % of the share capital of Centrais Elétricas de Sergipe S.A. (“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 21 Table of Contents 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. Hilli LLC The Company acquired 50 % of the Hilli Common Units as part of the GMLP Merger. The ownership interests in Hilli LLC are represented by three classes of units, Hilli Common Units, Series A Special Units and Series B Special Units. The Company did not acquire any of the Series A Special Units or Series B Special Units. The Hilli Common Units provide the Company with significant influence over Hilli LLC. The Hilli is currently operating under an 8-year liquefaction tolling agreement (“LTA”) with Perenco Cameroon S.A. and Société Nationale des Hydrocarbures. Within 60 days after the end of each quarter, GLNG, the managing member of Hilli LLC, determines the amount of Hilli LLC’s available cash and appropriate reserves, and Hilli LLC makes a distribution to the unitholders of Hilli LLC of the available cash, subject to such reserves. Hilli LLC makes distributions when declared by GLNG, provided that no distributions may be made on the Hilli Common Units unless current and accumulated Series A Distributions and Series B Distributions have been paid. 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 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 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 %. 13. Construction in progress 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 Transferred to property, plant and equipment, net ( 50,838 ) Balance at end of period $ 1,401,468 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. 22 Table of Contents 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. 14. Property, plant and equipment, net 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 Terminal and power plant equipment 216,662 206,889 CHP facilities 123,605 122,777 Gas terminals 169,715 167,614 ISO containers and other equipment 138,070 134,775 LNG liquefaction facilities 63,316 63,213 Gas pipelines 65,850 58,987 Land 53,866 55,008 Leasehold improvements 9,377 9,377 Accumulated depreciation ( 194,760 ) ( 141,915 ) Total property, plant and equipment, net $ 2,156,431 $ 2,137,936 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. 23 Table of Contents 15. Goodwill and intangible assets Goodwill 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. Goodwill Balance as of December 31, 2021 $ 760,135 Adjustment 18,353 Balance as of June 30, 2022 $ 778,488 Intangible assets The following table summarizes the composition of intangible assets as of June 30, 2022 and December 31, 2021: June 30, 2022 Gross Carrying Amount Accumulated Amortization Currency Translation Adjustment Net Carrying Amount Weighted Average Life Definite-lived intangible assets Favorable vessel charter contracts $ 106,500 $ ( 46,185 ) $ — $ 60,315 3 Permits and development rights 48,217 ( 3,543 ) ( 2,959 ) 41,715 38 Acquired power purchase agreements 16,585 ( 1,347 ) 1,447 16,685 17 Easements 1,556 ( 269 ) — 1,287 30 Indefinite-lived intangible assets Easements 1,191 — ( 105 ) 1,086 n/a Total intangible assets $ 174,049 $ ( 51,344 ) $ ( 1,617 ) $ 121,088 December 31, 2021 Gross Carrying Amount Accumulated Amortization Currency Translation Adjustment Net Carrying Amount Weighted Average Life Definite-lived intangible assets Favorable vessel charter contracts $ 106,500 $ ( 27,074 ) $ — $ 79,426 3 Permits and development rights 48,217 ( 3,311 ) ( 119 ) 44,787 38 Acquired power purchase agreements 16,585 ( 750 ) 406 16,241 17 Easements 1,556 ( 243 ) — 1,313 30 Indefinite-lived intangible assets Easements 1,191 — ( 14 ) 1,177 n/a Total intangible assets $ 174,049 $ ( 31,378 ) $ 273 $ 142,944 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. 24 Table of Contents 16. Other non-current assets 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 Cost to fulfill (Note 6) 10,075 10,377 Upfront payments to customers 9,453 9,748 Other 25,295 22,663 Total other non-current assets, net $ 95,369 $ 98,418 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. 17. Accrued liabilities 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 Accrued vessel operating and drydocking expenses 10,870 12,767 Accrued interest 62,629 61,630 Accrued bonuses 14,160 27,591 Other accrued expenses 84,448 40,860 Total accrued liabilities $ 236,535 $ 244,025 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. 25 Table of Contents 18. Other current liabilities 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 Due to affiliates 10,326 9,088 Other current liabilities 14,551 17,590 Total other current liabilities $ 94,286 $ 106,036 Deferred revenue includes contract liabilities and prepayments received from lessees under charter agreements. Other current liabilities includes the value of unfavorable contracts assumed in the Mergers. 19. Debt 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 $ 1,242,255 $ 1,241,196 Senior Secured Notes, due September 2026 1,479,528 1,477,512 Vessel Term Loan Facility, due September 2024 379,474 408,991 Debenture Loan, due September 2024 37,851 40,665 South Power 2029 Bonds, due May 2029 215,782 96,820 Revolving Facility 415,000 200,000 Subtotal (excluding lessor VIE loans) 3,769,890 3,465,184 CCBFL VIE loan: Golar Nanook SPV facility, due September 2030 187,403 186,638 COSCO VIE loan: Golar Penguin SPV facility, due December 2025 85,341 90,035 AVIC VIE loan: Golar Celsius SPV facility, due May 2027 108,878 113,273 Total debt $ 4,151,512 $ 3,855,130 Current portion of long-term debt $ 99,756 $ 97,251 Long-term debt 4,051,756 3,757,879 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. 26 Table of Contents Our outstanding debt as of June 30, 2022 is repayable as follows: June 30, 2022 Due remainder of 2022 $ 44,361 2023 132,614 2024 323,781 2025 1,330,232 2026 1,949,555 Thereafter 410,483 Total debt $ 4,191,026 Less: fair value adjustments to assumed debt obligations ( 779 ) Less: deferred finance charges ( 38,735 ) Total debt, net deferred finance charges $ 4,151,512 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. South Power 2029 Bonds In August 2021, NFE South Power Holdings Limited (“South Power”), a wholly owned subsidiary of NFE, entered into a financing agreement (“CHP Facility”), initially receiving approximately $ 100,000 . The CHP Facility was secured by a mortgage over the lease of the site on which the Company’s combined heat and power plant in Clarendon, Jamaica (“CHP Plant”) is located and related security. 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. 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. 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. The South Power 2029 Bonds also provides for customary events of default, prepayment and cure provisions. In conjunction with obtaining the CHP Facility, the Company incurred $ 3,243 in origination, structuring and other fees. The rescission of the CHP Facility and issuance of South Power 2029 Bonds was treated as a modification, and fees attributable to lenders that participated in the CHP Facility will be amortized over the life of the South Power 2029 Bonds; additional third-party fees associated with such lenders of $ 258 were recognized as expense in the first quarter of 2022. 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 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 In April 2021, the Company entered into a $ 200,000 senior secured revolving credit facility (the "Revolving Facility"). 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 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 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 27 Table of Contents 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. The obligations under the Revolving Facility are guaranteed by certain of the Company's subsidiaries, in addition to other collateral. The Company incurred $ 5,398 in origination, structuring and other fees, associated with entry into the Revolving Facility. These costs have been capitalized within Other non-current assets on the condensed consolidated balance sheets. 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 The VIE loans and certain lease agreements with customers assumed in the Mergers contain certain operating and financing restrictions and covenants that require: (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 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 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 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 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 Amortization of debt issuance costs, premiums and discounts 3,318 ( 8,370 ) 5,793 ( 7,883 ) Interest expense incurred on finance lease obligations 218 50 447 50 Total interest costs $ 64,198 $ 38,151 $ 122,251 $ 59,472 Capitalized interest 16,358 6,669 29,495 9,310 Total interest expense $ 47,840 $ 31,482 $ 92,756 $ 50,162 20. Income taxes 28 Table of Contents 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 . 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 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. 21. Commitments and contingencies Legal proceedings and claims The Company may be subject to certain legal proceedings, claims and disputes that arise in the ordinary course of business. The Company does not believe that these proceedings, individually or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations or cash flows. In conjunction with the Mergers, the Company has assumed contingencies for VAT in Indonesia. Indonesian tax authorities have issued letters to PTGI, a consolidated subsidiary, to revoke a previously granted VAT importation waiver for approximately $ 24,000 for the NR Satu . 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 $ 3,200 (IDR 48.4 billion). The Company appealed against the assessments for the land and buildings tax as the tax authorities have not accepted the initial objection letter. The Company believes there are reasonable grounds for success on the basis of no precedent set from past case law and the new legislation effective prospectively from January 1, 2020, that now specifically lists FSRUs as being an object liable to land and buildings tax, when it previously did not. 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 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. 29 Table of Contents 22. Earnings per share Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Numerator: 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 ) Denominator: Weighted-average shares - basic 209,669,188 202,331,304 209,797,133 189,885,473 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 (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 Shannon Equity Agreement shares 475,755 543,096 Total 506,241 1,238,375 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 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 . 30 Table of Contents 23. Share-based compensation 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 Compensation Cost (1) Weighted Average Remaining Vesting Period 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 six months ended June 30, 2022: Restricted Stock Units Weighted-average grant date fair value per share Non-vested RSUs as of December 31, 2021 676,338 $ 13.49 Granted 12,196 $ 29.89 Vested ( 658,048 ) $ 13.78 Forfeited — $ — 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 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 Selling, general and administrative 358 1,401 1,234 2,949 Total share-based compensation expense $ 358 $ 1,613 $ 1,238 $ 3,383 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 31 Table of Contents 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 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. 24. Related party transactions Management services The Company is majority owned by Messrs. Edens (our chief executive officer and chairman of our Board of Directors) and Nardone (one of our Directors) who are currently employed by Fortress Investment Group LLC (“Fortress”). 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 $ 1,144 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 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 $ 1,125 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. Land lease 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 $ 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 In August 2018, the Company entered into a consulting arrangement with DevTech Environment Limited (“DevTech”) to provide business development services to increase the customer base of the Company. DevTech also contributed cash consideration in exchange for a 10 % interest in a consolidated subsidiary. The 10 % interest is reflected as non-controlling interest in the Company’s condensed consolidated financial statements. DevTech purchased 10 % of a note payable due to an affiliate of the Company. During the third quarter of 2021, the Company settled all outstanding amounts due under notes payable; the consulting agreement was also restructured to settle all previous amounts owed to DevTech and to include a royalty payment based on certain volumes sold in Jamaica. The Company paid $ 988 to settle these outstanding amounts. 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 The Company provides certain administrative services to related parties including Fortress affiliated entities. 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. 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 32 Table of Contents 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 $ 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 $ 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 As part of the GMLP Merger, the Company agreed to assume a guarantee (the “Partnership Guarantee”) of 50 % of the outstanding principal and interest amounts payable by Hilli Corp under the Hilli Leaseback. The Company also assumed a guarantee of the letter of credit (“LOC Guarantee”) issued by a financial institution in the event of Hilli Corp’s underperformance or non-performance under the LTA. Under the LOC Guarantee, the Company is severally liable for any outstanding amounts that are payable, up to approximately $ 19,000 . 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: • free liquid assets of at least $ 30 million throughout the Hilli Leaseback period; • a maximum net debt to EBITDA ratio for the previous 12 months of 6.5 :1; and • a consolidated tangible net worth of $ 123.95 million. 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. 25. Segments As of June 30, 2022, the Company operates in two reportable segments: Terminals and Infrastructure and Ships: • Terminals and Infrastructure includes the Company’s vertically integrated gas to power solutions, spanning the entire production and delivery chain from natural gas procurement and liquefaction to logistics, shipping, facilities and conversion or development of natural gas-fired power generation. Leased vessels as well as acquired vessels that are utilized in the Company’s terminal or logistics operations are included in this segment. • Ships includes FSRUs and LNG carriers that are leased to customers under long-term or spot arrangements. FSRUs are stationed offshore for customer’s operations to regasify LNG; six of the FSRUs acquired in the Mergers are included in this segment, including the Nanook . LNG carriers are vessels that transport LNG and are compatible with many LNG loading and receiving terminals globally. Five of the LNG carriers acquired in the Mergers are included in this segment. The Company’s investment in Hilli LLC is also included in the Ships segment. The CODM uses Segment Operating Margin to evaluate the performance of the segments and allocate resources. 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 33 Table of Contents 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 and six months ended June 30, 2022 and 2021: Three Months Ended June 30, 2022 (in thousands of $) Terminals and Infrastructure (1) Ships (2) Total Segment Consolidation and Other (3) Consolidated Statement of operations: Total revenues $ 543,455 $ 111,024 $ 654,479 $ ( 69,624 ) $ 584,855 Cost of sales 271,948 — 271,948 453 272,401 Vessel operating expenses 4,255 21,288 25,543 ( 6,915 ) 18,628 Operations and maintenance 29,540 — 29,540 ( 9,050 ) 20,490 Segment Operating Margin $ 237,712 $ 89,736 $ 327,448 $ ( 54,112 ) $ 273,336 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) $ 242,808 $ 11,148 $ 253,956 $ — $ 253,956 Six Months Ended June 30, 2022 (in thousands of $) Terminals and Infrastructure (1) Ships (2) Total Segment Consolidation and Other (3) Consolidated 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 34 Table of Contents Three Months Ended June 30, 2021 (in thousands of $) Terminals and Infrastructure (1) Ships (2) Total Segment Consolidation and Other (3) Consolidated Statement of operations: Total revenues $ 181,548 $ 95,762 $ 277,310 $ ( 53,471 ) $ 223,839 Cost of sales 103,451 — 103,451 ( 2,021 ) 101,430 Vessel operating expenses — 20,175 20,175 ( 4,775 ) 15,400 Operations and maintenance 23,644 — 23,644 ( 5,079 ) 18,565 Segment Operating Margin $ 54,453 $ 75,587 $ 130,040 $ ( 41,596 ) $ 88,444 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) $ 210,790 $ 1,400 $ 212,190 $ — $ 212,190 Six Months Ended June 30, 2021 (in thousands of $) Terminals and Infrastructure (1) Ships (2) Total Segment Consolidation and Other (3) Consolidated 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 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 $ 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. 35 Table of Contents (4) Total assets and capital expenditure by segment refers to assets held and capital expenditures related to the development of the Company’s terminals and vessels. The Terminals and Infrastructure segment includes the net book value of vessels utilized within the Terminals and Infrastructure segment. (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 (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 (loss) income $ ( 178,431 ) $ ( 1,734 ) $ 62,750 $ ( 41,243 ) Add: Selling, general and administrative 50,310 44,536 98,351 78,152 Transaction and integration costs 4,866 29,152 6,767 40,716 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) 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 26. Subsequent events 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. 36 Table of Contents 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. 37 Table of Contents