What changed in this filing

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Item 1. Financial Statements

2024-05-09 compared with 2023-11-09 · 390 added, 474 removed, 438 unchanged (66% of the section changed)

2 unchanged sentences

Condensed Consolidated Balance Sheets

As of September 30, 2023 and December 31, 2022

As of March 31, 2024 and December 31, 2023

(Unaudited, in thousands of U.S.

dollars, except share amounts)

September 30, 2023 December 31, 2022

March 31, 2024 December 31, 2023

Current assets

28 unchanged sentences

Commitments and contingencies (Note 21)

Series A convertible preferred stock, $ 0.01 par value, 96,746 shares authorized, issued and outstanding as of March 31, 2024 ( 0 as of December 31, 2023);

aggregate liquidation preference of $ 96,746 and $ 0 at March 31, 2024 and December 31, 2023

Stockholders’ equity

Class A common stock, $ 0.01 par value, 750 million shares authorized, 205.0 million issued and outstanding as of September 30, 2023;

Class A common stock, $ 0.01 par value, 750 million shares authorized, 205.0 million issued and outstanding as of March 31, 2024;

205.0 million issued and outstanding as of December 31, 2023

5 unchanged sentences

Total stockholders’ equity 1,799,627 1,777,869

Total liabilities and stockholders’ equity $ 9,796,370 $ 7,705,082

Total liabilities, convertible preferred stock and stockholders’ equity $ 10,880,362 $ 10,501,245

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

New Fortress Energy Inc.

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

For the three and nine months ended September 30, 2023 and 2022

Condensed Consolidated Statements of Operations and Comprehensive Income

For the three months ended March 31, 2024 and 2023

(Unaudited, in thousands of U.S.

dollars, except share and per share amounts)

Three Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022

Three Months Ended March 31,

Operating revenue $ 609,504 $ 501,688

9 unchanged sentences

Depreciation and amortization 50,491 34,375

Asset impairment expense — — — 48,109

Loss on sale of assets, net 77,140 —

Total operating expenses 505,817 311,907

1 unchanged sentence

Interest expense 77,344 71,673

Other (income) expense, net ( 2,271 ) 10,214 16,150 ( 31,613 )

Other expense, net 19,112 25,005

Loss on extinguishment of debt, net 9,754 —

Income before income from equity method investments and income taxes 78,294 170,546

Income (loss) from equity method investments 489 ( 31,734 ) 12,738 ( 354,426 )

Tax provision (benefit) 25,194 9,971 69,476 ( 126,249 )

Income from equity method investments — 9,980

Tax provision 21,624 28,960

Net income 56,670 151,566

Net (income) loss attributable to non-controlling interest ( 1,117 ) 5,617 ( 3,329 ) 11,371

Net (income) attributable to non-controlling interest ( 2,589 ) ( 1,360 )

Net income attributable to stockholders $ 54,081 $ 150,206

3 unchanged sentences

Weighted average number of shares outstanding – diluted 205,977,720 209,325,619

Other comprehensive income (loss):

Net income $ 62,338 $ 56,231 $ 334,004 $ 118,981

Other comprehensive income:

Currency translation adjustment $ ( 7,708 ) $ 2,141

Comprehensive income 48,962 153,707

Comprehensive (income) loss attributable to non-controlling interest ( 795 ) 6,085 ( 3,108 ) 11,029

Comprehensive (income) attributable to non-controlling interest ( 2,230 ) ( 1,555 )

Comprehensive income attributable to stockholders $ 46,732 $ 152,152

2 unchanged sentences

Condensed Consolidated Statements of Changes in Stockholders’ Equity

For the three and nine months ended September 30, 2023 and 2022

For the three months ended March 31, 2024 and 2023

(Unaudited, in thousands of U.S.

dollars, except share amounts)

Class A common stock Additional

Series A convertible preferred stock Class A common stock Additional

capital Retained earnings Accumulated other

2 unchanged sentences

stockholders’ equity

Shares Amount

Shares Amount Shares Amount

Balance as of December 31, 2023 — $ — 205,031,406 $ 2,050 $ 1,038,530 $ 527,986 $ 71,528 $ 137,775 $ 1,777,869

1 unchanged sentence

Other comprehensive income — — — — — — ( 7,349 ) ( 359 ) ( 7,708 )

Cancellation of shares ( 4,100,000 ) ( 41 ) ( 122,713 ) — — — ( 122,754 )

Dividends — — — ( 20,467 ) — ( 3,019 ) ( 23,486 )

Balance as of March 31, 2023 204,670,088 $ 2,047 $ 1,047,541 $ 191,819 $ 57,344 $ 150,575 $ 1,449,326

Net income — — — 119,248 — 852 120,100

Other comprehensive income (loss) — — — — 17,002 ( 94 ) 16,908

Share-based compensation expense — — — — 5,248 — — — 5,248

1 unchanged sentence

Shares withheld from employees related to share-based compensation, at cost — — ( 3,708 ) — ( 126 ) — — — ( 126 )

Dividends — — — ( 20,503 ) — ( 6,619 ) ( 27,122 )

Balance as of June 30, 2023 205,031,406 $ 2,050 $ 1,039,201 $ 290,564 $ 74,346 $ 144,714 $ 1,550,875

Net income — — — 61,221 — 1,117 62,338

Other comprehensive loss — — — — ( 11,034 ) ( 322 ) ( 11,356 )

Share-based compensation expense — — 227 — — — 227

Issuance of Series A convertible preferred stock, net

96,746 96,513 — — — — — — —

Dividends — 142 — — — ( 20,645 ) — ( 11,681 ) ( 32,326 )

Balance as of September 30, 2023 205,031,406 $ 2,050 $ 1,039,428 $ 331,282 $ 63,312 $ 142,490 $ 1,578,562

Balance as of March 31, 2024 96,746 $ 96,655 205,041,824 $ 2,050 $ 1,043,652 $ 561,422 $ 64,179 $ 128,324 $ 1,799,627

Class A common stock Additional

capital Retained earnings (Accumulated

deficit) Accumulated other

comprehensive income (loss) Non-

capital Retained earnings Accumulated other

comprehensive income Non-

interest Total

4 unchanged sentences

Other comprehensive income — — — — 1,946 195 2,141

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 )

Cancellation of shares ( 4,100,000 ) ( 41 ) ( 122,713 ) — — — ( 122,754 )

Dividends — — — ( 20,467 ) — ( 3,019 ) ( 23,486 )

Balance as of March 31, 2023 204,670,088 $ 2,047 $ 1,047,541 $ 191,819 $ 57,344 $ 150,575 $ 1,449,326

Net 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

Net income (loss) — — — 61,848 — ( 5,617 ) 56,231

Other comprehensive loss — — — — ( 32,619 ) ( 468 ) ( 33,087 )

Share-based compensation expense — — 13,417 — — — 13,417

Issuance of shares for vested RSU/PSUs 2,291,060 12 ( 12 ) — — — —

Shares withheld from employees related to share-based compensation, at cost ( 1,077,221 ) — ( 59,548 ) — — — ( 59,548 )

Deconsolidation of vessels — — — — — ( 23,569 ) ( 23,569 )

Dividends — — ( 20,756 ) — — ( 3,019 ) ( 23,775 )

Balance as of September 30, 2022 208,770,088 $ 2,088 $ 1,801,719 $ ( 2,047 ) $ 45,613 $ 154,824 $ 2,002,197

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

1 unchanged sentence

Condensed Consolidated Statements of Cash Flows

For the nine months ended September 30, 2023 and 2022

For the three months ended March 31, 2024 and 2023

(Unaudited, in thousands of U.S.

Nine Months Ended September 30,

Three Months Ended March 31,

Cash flows from operating activities

2 unchanged sentences

Depreciation and amortization 50,491 34,608

(Earnings) losses of equity method investees ( 12,738 ) 354,426

Dividends received from equity method investees 5,830 23,195

Change in market value of derivatives ( 2,672 ) ( 6,700 )

Deferred taxes ( 6,822 ) —

Asset impairment expense — 48,109

Share-based compensation 5,248 —

Movement in credit loss allowances

11,588 ( 167 )

Loss on asset sales 77,140 —

Loss on extinguishment of debt 9,754 —

(Earnings) recognized from vessels chartered to third parties transferred to Energos ( 23,952 ) ( 31,954 )

Loss on the disposal of equity method investment 7,222 37,401

Loss on extinguishment of debt — 14,997

Loss on sale of net investment in lease — 11,592

Other 12,697 ( 2,743 )

Changes in operating assets and liabilities:

(Increase) in receivables ( 86,743 ) ( 287,748 )

(Increase) decrease in receivables

( 8,656 ) 28,136

(Increase) in inventories ( 85,539 ) ( 2,271 )

Decrease (Increase) in other assets 56,512 ( 93,329 )

(Increase) in other assets ( 19,394 ) ( 27,966 )

Decrease in right-of-use assets 57,190 13,336

Increase (decrease) in accounts payable/accrued liabilities 63,208 ( 43,400 )

Increase (decrease) in amounts due to affiliates 1,613 ( 3,220 )

(Decrease) in amounts due to affiliates ( 3,479 ) ( 2,519 )

(Decrease) in lease liabilities ( 62,090 ) ( 9,709 )

Increase in other liabilities 131,879 40,057

(Decrease) increase in other liabilities ( 71,226 ) 55,822

Net cash provided by operating activities 70,050 200,140

2 unchanged sentences

Sale of equity method investment 136,365 100,000

Proceeds from sale of net investment in lease — 593,000

Asset sales 328,999 —

Other investing activities ( 1,695 ) —

4 unchanged sentences

Repayment of debt ( 1,944,044 ) ( 1,080 )

Payments related to tax withholdings for share-based compensation ( 9,519 ) ( 72,597 )

Payment of dividends ( 32,326 ) ( 649,796 )

2 unchanged sentences

Impact of changes in foreign exchange rates on cash and cash equivalents ( 3,768 ) 948

Net (decrease) increase in cash, cash equivalents and restricted cash ( 603,383 ) 139,959

Net increase (decrease) in cash, cash equivalents and restricted cash 4,119 ( 218,959 )

Cash, cash equivalents and restricted cash – beginning of period 310,814 855,083

2 unchanged sentences

Changes in accounts payable and accrued liabilities associated with construction in progress and property, plant and equipment additions $ ( 117,304 ) $ 348,737

Principal payments on financing obligation to Energos by third party charterers ( 52,035 ) ( 5,438 )

Accounts payable and accrued liabilities associated with construction in progress and property, plant and equipment additions

623,318 773,707

Principal payments on financing obligation to Energos by third party charters ( 2,912 ) ( 11,648 )

Shares received in Hilli Exchange — ( 122,754 )

Investment in Energos — 129,518

Non-cash financing — 41,264

The following table identifies the balance sheet line-items included in Cash and cash equivalents, Current restricted cash, and Non-current restricted cash presented in the Condensed Consolidated Statement of Cash Flows:

Nine Months Ended September 30,

Class A convertible preferred stock issued and debt assumed in the PortoCem Acquisition ( 125,198 ) —

The following table identifies the balance sheet line-items included in Cash and cash equivalents and Restricted cash presented in the Condensed Consolidated Statement of Cash Flows:

Three Months Ended March 31,

Cash and cash equivalents $ 143,457 $ 296,860

Current restricted cash 66,162 24,204

Non-current restricted cash — 2,581

Restricted cash 171,476 325,298

Cash and cash equivalents classified as held for sale — 13,966

Cash, cash equivalents and restricted cash – end of period $ 314,933 $ 636,124

Cash and cash equivalents as of September 30, 2023 and 2022 includes $ 14,209 and $ 12,891 , respectively, which have been classified as assets held for sale and included in Other current assets on the condensed consolidated balance sheets.

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

13 unchanged sentences

Adoption of new and revised standards

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 condensed consolidated financial statements as a result of future adoption.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures .

ASU 2023-07 requires disclosure of significant segment expenses and other segment items that are regularly provided to the CODM and included within each reported measure of segment profit or loss, and the title and position of the entity’s CODM.

The amendments in this update also require entities to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually.

ASU 2023-07 will be effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Early adoption is permitted, and the amendments in this update are required to be applied retrospectively to all periods presented in the financial statements, unless it is impracticable.

The Company is currently reviewing the impact that the adoption of ASU 2023-07 may have on the Company's consolidated financial statements and disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures , requiring companies to annually disclose specific categories in the effective tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold.

Further, the ASU requires disclosure of income taxes paid (net of refunds received) disaggregated by federal, state and foreign taxes and to disaggregate the information by jurisdiction based on a quantitative threshold.

The amendments in this ASU are effective for annual periods beginning after December 15, 2024, and early adoption is permitted.

The amendments should be applied on a prospective basis, but retrospective application is permitted.

The Company is currently reviewing the impact that the adoption of ASU 2023-09 may have on the Company's consolidated financial statements and disclosures.

In March 2024, the FASB issued ASU 2024-01, Compensation—Stock Compensation (Topic 718):

Scope Application of Profits Interest and Similar Awards , providing illustrative guidance to help entities determine whether profits interest and similar awards should be accounted for as share-based payment arrangements within the scope of Topic 718.

The amendments in this ASU are effective for annual periods beginning after December 15, 2024, and interim periods within those annual periods.

Early adoption is permitted, and the amendments can be applied on a prospective or retrospective basis.

The Company is currently reviewing the impact that the adoption of ASU 2024-01 may have on the Company's consolidated financial statements and disclosures.

The Company has reviewed all other 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.

Asset acquisition and redeemable preferred stock

On March 20, 2024, the Company completed transactions pursuant to an agreement among the Company, Ceiba Energy Fundo de Investimento em Participações Multiestratégia - Investimento no Exterior (“Ceiba Energy”) and PortoCem Geração de Energia S.A., a wholly-owned subsidiary of Ceiba Energy (“PortoCem”), pursuant to which the Company issued to Ceiba Energy 96,746 shares of 4.8 % Series A Convertible Preferred Stock of the Company (the “Series A Convertible Preferred Stock”), and assumed certain of PortoCem’s existing indebtedness in exchange for all outstanding equity interests in PortoCem, the owner of a 15-year 1.6 GW capacity reserve contract in Brazil (the “PortoCem Acquisition”).

The PortoCem Acquisition was accounted for as an asset acquisition.

As a result, no goodwill was recorded, and the Company’s acquisition-related costs of $ 592 were included in the purchase consideration.

The total purchase consideration of $ 162,860 , which was comprised of the value of the Series A Convertible Preferred Stock issued, PortoCem BTG Loan assumed (defined in Note 19) and deferred tax liability of $ 37,662 recognized as a result of the acquisition, was allocated to acquired capacity reserve contract within Intangible assets, net.

Series A Convertible Preferred Stock

The Series A Convertible Preferred Stock has a liquidation preference of $ 1,000 per share and is not subject to any sinking fund.

The Series A Convertible Preferred Stock has no stated maturity and will remain outstanding indefinitely unless redeemed or repurchased by the Company or converted into shares of Class A common stock.

Dividend rights

The Series A Convertible Preferred Stock ranks senior to the shares of the Company’s common stock, with respect to dividend rights and rights upon any voluntary or involuntary liquidation, dissolution or winding up of the Company.

Holders of Series A Convertible Preferred Stock are entitled to a cumulative dividend at the rate of 4.8 % per annum, which is payable quarterly in arrears.

If the Company does not declare and pay a dividend, the dividend rate will increase to 6.8 % per annum until all accrued but unpaid dividends have been paid in full.

Conversion features

The Series A Convertible Preferred Stock may be converted by each holder, in whole or in minimum increments of 5,000 shares, at any time into a number of shares of Class A common stock per share of Series A Convertible Preferred Stock equal to the quotient of $ 1,000 per share plus any accumulated and unpaid dividends thereon and the then applicable conversion price.

The initial conversion price is $ 47.43 per share of Class A common stock, subject to customary anti-dilution adjustments.

Redemption rights

Upon the occurrence of certain events, the holders constituting at least a majority of the outstanding voting power of the Series A Convertible Preferred Stock may require the Company to repurchase the Series A Convertible Preferred Stock, in whole but not in part, for cash or shares of Class A common stock (or any combination thereof) at a repurchase price of $ 1,000 per share plus any accumulated and unpaid dividends thereon.

Contingent events that would allow the holders to require repurchase by the Company include:

• change in control, downgrade in the credit rating of certain of the Company's debt or if certain financial leverage ratios aren't achieved ("Change Event");

• as of the 30th trading day following March 20, 2027, if the arithmetic average of the daily volume-weighted average price of the Company's common stock for the thirty consecutive trading day period beginning on first trading day following March 20, 2027 is less than the then-applicable conversion price ("Share Price Condition").

If the Series A Convertible Preferred Stock is to be repurchased by the Company, the majority of the holders of the Series A Convertible Preferred Stock may require the Company to repurchase the Series A Convertible Preferred Stock for shares of Class A common stock.

The Series A Convertible Preferred Stock may be redeemed by the Company, in whole but not in part, at its option upon 45 days’ written notice as follows:

• on or before March 20, 2027 at a redemption price equal to the greater of (i) $ 1,000 per share plus any accumulated and unpaid dividends and (ii) the cash amount necessary per share for a holder to achieve a Return on Investment (as defined in the Certificate of Designations) as of the redemption date equal to 1.4 ;

• after the 30 th trading day following March 20, 2027 if the Share Price Condition is not met or (y) 30 calendar days after the delivery of the required notice if the Share Price Condition is met, in each case, at a redemption price equal to $ 1,000 per share plus any accumulated and unpaid dividends;

• occurrence of a Change Event at a redemption price equal to $ 1,000 per share plus any accumulated and unpaid dividends.

The Company may redeem the Series A Convertible Preferred Stock for cash or shares of Class A common stock (or any combination thereof);

provided that for a redemption prior to March 20, 2027 due to a Change Event, a majority of the holders of the Series A Convertible Preferred Stock may require the Company to redeem for cash or shares of Class A common stock.

Since the redemption of the Series A Convertible Preferred Stock is contingently redeemable and therefore not certain to occur, the Series A Convertible Preferred Stock is not required to be classified as a liability.

The Series A Convertible Preferred Stock is redeemable at the option of the holder in certain circumstances upon the occurrence of an event that is not solely within the Company's control, and as such, the Series A Convertible Preferred Stock is classified as mezzanine equity on the Condensed Consolidated Balance Sheets.

Voting rights

Holders of Series A Convertible Preferred Stock are generally entitled to vote with the holders of common stock on an as-converted basis.

Holders of Series A Convertible Preferred Stock are entitled to a separate class vote with respect to amendments to the Company’s organizational documents that adversely affect the rights, preferences or voting powers of the Series A Convertible Preferred Stock.

In March 2024, the Company completed a suite of transactions that included the sale of turbines and related equipment to the Puerto Rico Electric Power Authority ("PREPA") under an Asset Purchase Agreement ("APA").

The Company deployed this equipment in 2023 in response to a request to provide emergency power to stabilize the power grid in Puerto Rico.

The purchase price was $ 306,599 .

Additionally, the APA includes a requirement that the Company provide major maintenance services on certain of the sold turbines within 12 months of the sale date;

the standalone selling price of these maintenance services of $ 15,330 will be recognized when these services are performed, and the transaction price allocated to the sale of turbines was reduced by this amount.

The book value of the turbines and equipment at the time of sale was $ 368,799 , and the Company recognized a loss of $ 77,530 in Loss on sale of assets, net in the Condensed Consolidated Statements of Operations and Comprehensive Income.

A portion of the assets sold to PREPA were previously leased by the Company.

To facilitate the sale of these leased turbines, the Company terminated leases, acquiring turbines and equipment immediately prior to the sale of such turbines and equipment to PREPA.

The cost to acquire the leased turbines, including the write-off of the right-of-use asset and lease liability were included in the book value of the turbines and the related loss upon sale.

As part of these transactions, the Company repaid the Equipment Notes (See Note 19) that were collateralized by the sold turbines, recognizing a loss on extinguishment of debt of $ 7,879 , which was comprised of fees due upon prepayment as well as the unamortized portion of financing costs incurred at the inception of the loan.

The Company's contract to provide emergency power services to support the grid stabilization project was also terminated.

All unrecognized contract liabilities and cost to fulfil at the time of termination were recognized in the Condensed Consolidated Statements of Operations and Comprehensive Income (See Note 6).

The Company believes that there are remedies available under the customer contract, and is currently in pursuit of these remedies.

As the result of this process is uncertain, any transaction price associated with closing this contract has been fully constrained.

The Company has been awarded a new gas sale agreement with PREPA under which the Company will continue to provide gas supply to the sold turbines.

Revenue recognition

Operating revenue in the condensed consolidated statements of operations and comprehensive income (loss) 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.

The Company did no t have any LNG cargo sales in the third quarter of 2023.

For the nine months ended September 30, 2023, the Company recognized LNG cargo sales to customers of $ 617,138 , which included $ 332,000 of contract settlements.

LNG cargo sales for the three and nine months ended September 30, 2022 were $ 350,550 and $ 944,751 , respectively.

Operating revenue in the Condensed Consolidated Statements of Operations and Comprehensive Income 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.

LNG cargo sales for the three months ended March 31, 2023 were $ 349,361 , of which $ 169,500 was recognized for a cancellation fee received from a customer to cancel a future delivery.

The Company did not complete any cargo sales in the first quarter of 2024, and all volumes sold were delivered through the Company's terminals.

The table below summarizes the balances in Other revenue:

Three Months Ended March 31,

Interest income and other revenue $ 4,931 $ 919

Operation and maintenance revenue 29,231 —

Total other revenue $ 34,162 $ 919

Operation and maintenance revenue is recognized by the Company's subsidiary, Genera PR LLC ("Genera"), under its contract for the operation and maintenance of PREPA's thermal generation assets.

Under this agreement, Genera is paid a fixed annual fee and reimbursed for pass-through expenses, including payroll expenses of Genera employees, beginning when the contract commenced on July 1, 2023.

Amounts recognized in the first quarter of 2024 include fixed fees and the reimbursement of pass-through expenditures, and all variable consideration was fully constrained as of March 31, 2024.

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

As of September 30, 2023 and December 31, 2022, receivables related to revenue from contracts with customers totaled $ 351,160 and $ 280,382 , respectively, and were included in Receivables, net on the condensed consolidated balance sheets, net of current expected credit losses of $ 1,133 and $ 884 , respectively.

As of March 31, 2024 and December 31, 2023, receivables related to revenue from contracts with customers totaled $ 328,064 and $ 331,108 , respectively, and were included in Receivables, net on the Condensed Consolidated Balance Sheets, net of current expected credit losses of $ 12,828 and $ 1,158 , respectively.

During the first quarter of 2024, the Company recorded an additional allowance for uncollectible receivables of $ 11,595 .

The allowance reduces outstanding receivables for certain customers to reflect the amount that the Company expects to receive.

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.

1 unchanged sentence

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 contract assets and contract liabilities balances as of September 30, 2023 and December 31, 2022 are detailed below:

September 30, 2023 December 31, 2022

The contract assets and contract liabilities balances as of March 31, 2024 and December 31, 2023 are detailed below:

March 31, 2024 December 31, 2023

Contract assets, net - current $ 8,865 $ 8,714

6 unchanged sentences

Amounts included in contract liabilities at the beginning of the year $ 80,162 $ 12,748

Contract assets are presented net of expected credit losses of $ 326 and $ 401 as of September 30, 2023 and December 31, 2022, respectively.

As of September 30, 2023 and December 31, 2022, contract assets was comprised of $ 30,603 and $ 36,483 of unbilled receivables, respectively, which represent unconditional rights to payment only subject to the passage of time.

Contract liabilities increased during the nine months ended September 30, 2023 primarily due to upfront payments received under the Company's contracts in Puerto Rico to provide temporary power and to operate and maintain PREPA's power generation assets.

These payments will be recognized as revenue over the expected term of these contracts.

Contract assets are presented net of expected credit losses of $ 376 and $ 326 as of March 31, 2024 and December 31, 2023, respectively.

As of March 31, 2024 and December 31, 2023, contract assets was comprised of $ 26,376 and $ 28,536 of unbilled receivables, respectively, which represent unconditional rights to payment only subject to the passage of time.

Contract liabilities decreased in the first quarter of 2024 due to the termination of the Company's contract to support the grid stabilization project in Puerto Rico (Refer to Note 5 - Asset sale).

Deferred revenue at the time of termination of $ 43,577 was recognized as Operating revenue in the Condensed Consolidated Statements of Operations and Comprehensive Income.

The Company has recognized costs to fulfill contracts with customers, which primarily consist of expenses required to enhance resources to deliver under agreements with these customers.

These costs can include set-up and mobilization costs incurred ahead of the service period, and such costs will be recognized on a straight-line basis over the expected terms of the agreements.

As of September 30, 2023, the Company has capitalized $ 26,587 of which $ 2,753 of these costs is presented within Prepaid expenses and other current assets, net and $ 23,834 is presented within Other non-current assets, net on the condensed consolidated balance sheets.

As of March 31, 2024, the Company has capitalized $ 23,802 of which $ 2,199 of these costs is presented within Prepaid expenses and other current assets, net and $ 21,603 is presented within Other non-current assets, net on the Condensed Consolidated Balance Sheets.

As of December 31, 2023, the Company had capitalized $ 25,282 , of which $ 2,864 of these costs was presented within Prepaid expenses and other current assets, net and $ 22,418 was presented within Other non-current assets, net on the Condensed Consolidated Balance Sheets.

4 unchanged sentences

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 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:

The pattern of recognition reflects the minimum gu aranteed volumes in each period:

Period Revenue

Remainder of 2024

2024 2,044,859

2025 1,449,971

Thereafter 9,227,248

Total $ 12,347,725

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.

2 unchanged sentences

Lessor arrangements

Property, plant and equipment subject to vessel charters accounted for as operating leases is included within Vessels within "Note 12 Property, plant and equipment, net." Vessels included in the Energos Formation Transaction (defined below in "Note 10 Equity method investments"), including those vessels chartered to third parties, continue to be recognized on the condensed consolidated balance sheet.

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

Vessels included in the Energos Formation Transaction (defined below in Note 12), including those vessels chartered to third parties, continue to be recognized on the Condensed Consolidated Balance Sheets.

The carrying amount of these vessels that are leased to third parties under operating leases is as follows:

September 30, 2023 December 31, 2022

March 31, 2024 December 31, 2023

Property, plant and equipment $ 686,683 $ 686,683

1 unchanged sentence

Property, plant and equipment, net $ 610,114 $ 616,706

The components of lease income from vessel operating leases for the three and nine months ended September 30, 2023 and 2022 are shown below.

As the Company has not recognized the sale of all of the vessels included in the Energos Formation Transaction, the operating lease income shown below for the three and nine months ended September 30, 2023 is comprised of revenue from third-party charters of vessels included in the Energos Formation Transaction.

Three Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022

The components of lease income from vessel operating leases for the three months ended March 31, 2024 and 2023 are shown below.

As the Company has not recognized the sale of all of the vessels included in the Energos Formation Transaction (defined below), the operating lease income for the three months ended March 31, 2024 and March 31, 2023 includes revenue of $ 42,584 and $ 76,524 from third-party charters of vessels included in the Energos Formation Transaction.

Three Months Ended March 31,

Operating lease income $ 43,359 $ 76,524

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Total operating lease income $ 46,655 $ 76,524

Prior to the completion of the Energos Formation Transaction, the Company's charter of the Nanook was accounted for as a finance lease, and the Company recognized interest income of $ 5,517 and $ 28,643 for the three and nine months ended September 30, 2022, respectively, related to this finance lease, which was presented within Other revenue in the condensed consolidated statements of operations and comprehensive income (loss).

The Company also recognized revenue of $ 1,434 and $ 5,852 for the three and nine months ended September 30, 2022, respectively, 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).

The Company recognized the sale of the net investment in the finance lease of the Nanook as part of the Energos Formation Transaction.

Subsequent to the Energos Formation Transaction, all cash receipts on vessel charters, including the finance lease of the Nanook , will be received by Energos.

As such, there are no future cash receipts from operating leases, and the future cash receipts from other finance leases are not significant as of September 30, 2023.

Subsequent to the Energos Formation Transaction, all cash receipts on long-term vessel charters will be received by Energos.

As such, future cash receipts from operating leases both operating and finance leases are not significant as of March 31, 2024.

Leases, as lessee

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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 ("ROU") 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.

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

As of September 30, 2023 and December 31, 2022, ROU assets, current lease liabilities and non-current lease liabilities consisted of the following:

September 30, 2023 December 31, 2022

As of March 31, 2024 and December 31, 2023, ROU assets, current lease liabilities and non-current lease liabilities consisted of th e following:

March 31, 2024 December 31, 2023

Operating right-of-use-assets $ 704,463 $ 538,055

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Total non-current lease liabilities $ 552,619 $ 406,494

(1) Finance lease ROU assets are recorded net of accumulated amortization of $ 15,582 and $ 2,134 as of September 30, 2023 and December 31, 2022 , respectively.

For the three and nine months ended September 30, 2023 and 2022, the Company’s operating lease cost recorded within the condensed consolidated statements of operations and comprehensive income (loss) was as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022

(1) Finance lease ROU assets are recorded net of accumulated amortization of $ 4,217 and $ 21,470 as of March 31, 2024 and December 31, 2023 , respectively.

During the first quarter of 2024, the Company terminated the finance lease of certain turbines and purchased the turbines from the lessor.

Immediately subsequent to the purchase of the turbines, the assets were sold as part of the sale of assets to PREPA (Refer to Note 5).

The termination of the lease resulted in the write-off of the right-of-use asset and lease liability of $ 24,339 and $ 29,443 , respectively, which was included in the book value of the turbines and the related loss upon sale.

For the three months ended March 31, 2024 and 2023, the Company’s operating lease cost recorded within the Condensed Consolidated Statements of Operations and Comprehensive Income was as follows:

Three Months Ended March 31,

Fixed lease cost $ 33,094 $ 16,368

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Lease cost - Selling, general and administrative 2,181 1,919

For the three months ended September 30, 2023 and 2022, the Company has capitalized $ 8,111 and $ 4,005 of lease costs, respectively.

For the nine months ended September 30, 2023 and 2022, the Company has capitalized $ 26,816 and $ 15,220

of lease costs, respectively.

For the three months ended March 31, 2024 and 2023, the Company has capitalized $ 14,929 and $ 4,256 of lease costs, respectively.

Capitalized costs include vessels and port space used during the commissioning of development projects.

Short-term lease costs for vessels chartered by the Company to transport inventory from a supplier’s facilities to the Company’s storage locations are capitalized to inventory.

The Company has leases of turbines, ISO tanks and a parcel of land that are recognized as finance leases.

For the three and nine months ended September 30, 2023 and 2022, the Company’s finance interest expense and amortization recorded in Interest expense and Depreciation and amortization, respectively, within the condensed consolidated statements of operations and comprehensive income (loss) were as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022

The Company has leases of ISO tanks and a parcel of land that are recognized as finance leases.

For the three months ended March 31, 2024 and 2023, the Company’s finance interest expense and amortization recorded in Interest expense and Depreciation and amortization, respectively, within the Condensed Consolidated Statements of Operations and Comprehensive Income were as follows:

Three Months Ended March 31,

Interest expense related to finance leases $ 598 $ 468

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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 nine months ended September 30, 2023 and 2022:

Nine Months Ended September 30,

Cash outflows for operating lease liabilities $ 89,326 $ 73,389

Cash outflows for finance lease liabilities 13,582 3,654

Supplemental cash flow information related to leases was as follows for the three months ended March 31, 2024 and 2023:

Three Months Ended March 31,

Operating cash outflows for operating lease liabilities $ 53,140 $ 24,849

Financing cash outflows for finance lease liabilities 3,928 372

Right-of-use assets obtained in exchange for new operating lease liabilities 200,071 65,040

Right-of-use assets obtained in exchange for new finance lease liabilities — 49,999

The future payments due under operating and finance leases as of September 30, 2023 are as follows:

The future payments due under operating and finance leases as of March 31, 2024 are as follows:

Operating Leases Financing Leases

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Non-current lease liability 545,267 7,352

As of September 30, 2023, the weighted average remaining lease term for operating leases was 6.4 years and finance leases was 2.2 years.

As of March 31, 2024, the weighted average remaining lease term for operating leases was 7.0 years and finance leases was 3.4 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 September 30, 2023 was 8.8 % and as of December 31, 2022 was 8.5 %.

The weighted average discount rate associated with finance leases as of September 30, 2023 was 8.2 % and as of December 31, 2022 was 5.1 %.

The weighted average discount rate associated with operating leases as of March 31, 2024 was 10.3 % and as of December 31, 2023 was 10.1 %.

The weighted average discount rate associated with finance leases as of March 31, 2024 was 5.2 % and as of December 31, 2023 was 8.2 %.

Financial instruments

Commodity risk management

The Company has utilized commodity swap transactions to manage exposure to changes in market pricing of natural gas or LNG.

Realized and unrealized gains and losses on these transactions have been recognized in Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss).

During the fourth quarter of 2022, the Company entered into a commodity swap transaction to swap market pricing exposure for approximately 6.8 TBtus for a fixed price of $ 40.55 per MMBtu.

The swap settled during the first quarter of 2023 resulting in a gain of $ 41,315 recognized as a reduction to Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss).

The gain was comprised of a realized gain of $ 146,112 and the reversal of the unrealized gain of $ 104,797 recognized in the fourth quarter of 2022.

In January 2023, the Company entered into a series of commodity swap transactions.

Mark-to-market unrealized gains of $ 975 for the three months ended September 30, 2023 and unrealized losses of $ 1,841 for the nine months ended September 30, 2023 on this instrument have been recognized in Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss).

Interest rate and currency risk management

The Company was party to an interest rate swap, and in the first quarter of 2023, the interest rate swap was terminated.

Realized and unrealized gains and losses on these transactions have been recognized in Cost of sales in the Condensed Consolidated Statements of Operations and Comprehensive Income.

The Company does not have outstanding commodity swaps as of March 31, 2024 and December 31, 2023.

During the first quarter of 2024 , the Company entered into a series of foreign exchange forward contracts to reduce exchange rate risk associated with U.S.

dollar borrowings that will be utilized to fund expected Brazilian real capital expenditures.

The notional of the forwards is approximately $ 71,111 , and the Company recognized unrealized loss of $ 822 for the three months ended March 31, 2024 .

These forwards are expected to settle within 2024.

The mark-to-market gain or loss on the foreign exchange contracts and other derivative instruments that are not intended to mitigate commodity risk are reported in Other expense, net in the Condensed Consolidated Statements of Operations and Comprehensive Income.

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

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

The mark-to-market gain or loss on the interest rate swap and other derivative instruments that are not intended to mitigate commodity risk are reported in Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss).

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

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

The Company uses the market approach when valuing investment in equity securities which is recorded in Other non-current assets on the condensed consolidated balance sheets as of September 30, 2023 and December 31, 2022.

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

◦ Interest rate swap - The Company did not have any interest rate swaps outstanding as of September 30, 2023.

As of December 31, 2022, the Company had an interest rate swap that was recorded within Other non-current assets on the condensed consolidated balance sheets.

◦ The liability and asset associated with commodity swaps are recorded within Other current liabilities and Prepaid expenses and other current assets on the condensed consolidated balance sheets as of September 30, 2023 and December 31, 2022, respectively.

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

The liabilities associated with these derivative liabilities are recorded within Other current liabilities and Other long-term liabilities on the condensed consolidated balance sheets based on the timing of expected settlement.

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

The Company uses the market approach when valuing investment in equity securities and foreign exchange forward contracts which are recorded in Other non-current assets and Other current liabilities on the Condensed Consolidated Balance Sheets, respectively.

The Company uses the income approach for valuing the contingent consideration derivative liabilities.

The liabilities represent consideration due to the sellers in asset acquisitions when certain contingent events occur and are recorded within Other current liabilities and Other long-term liabilities based on the timing of expected settlement.

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

The following table presents the Company’s financial assets and financial liabilities, including those that are measured at fair value, as of September 30, 2023 and December 31, 2022:

The followi ng table presents the Company’s financial assets and financial liabilities, including those that are measured at fair value, as of March 31, 2024 and December 31, 2023:

Level 1 Level 2 Level 3 Total

September 30, 2023

March 31, 2024

Investment in equity securities $ — $ — $ 8,678 $ 8,678

Commodity swap $ — $ 1,841 $ — $ 1,841

Foreign exchange contracts — 822 — 822

Contingent consideration derivative liabilities — — 36,420 36,420

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Investment in equity securities $ — $ — $ 7,678 $ 7,678

Interest rate swap — 11,650 — 11,650

Commodity swap — 104,797 — 104,797

Contingent consideration derivative liabilities — — 37,832 37,832

The Company believes the carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximated their fair value as of September 30, 2023 and December 31, 2022 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.

These adjustments have been recorded within Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2023 and 2022:

Three Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022

Contingent consideration derivative liabilities - Fair value adjustment - (gain) / loss $ ( 2,722 ) $ 177 $ ( 5,757 ) $ 1,161

Foreign currency forward purchase - (gain) — ( 2,923 ) — ( 20,394 )

During the nine months ended September 30, 2023 and 2022, the Company had no settlements or transfers in or out of Level 3 in the fair value hierarchy.

The Company believes the carrying amounts of cash and cash equivalents, accounts receivable and accounts payable approximated their fair value as of March 31, 2024 and December 31, 2023 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.

These adjustments have been recorded within Other expense, net in the Condensed Consolidated Statements of Operations and Comprehensive Income for the three months ended March 31, 2024 and 2023:

Three Months Ended March 31,

Contingent consideration derivative liabilities - Fair value adjustment - (gain) $ ( 636 ) $ ( 3,013 )

During the three months ended March 31, 2024 and 2023, the Company had no transfers in or out of Level 3 in the fair value hierarchy.

During the first quarter of 2024, the Company sold substantially all of its investment in Energos;

this investment had been accounted for as an equity method investment (refer to Note 12) .

The Company retained an investment in Energos valued at $ 1,000 , which is shown as a Level 3 investment in equity securities in the table above.

Restricted cash

As of September 30, 2023 and December 31, 2022, restricted cash consisted of the following:

September 30, 2023 December 31, 2022

As of March 31, 2024 and December 31, 2023, restricted cash consisted of the following:

March 31, 2024 December 31, 2023

Cash restricted under the terms of loan agreements $ 114,633 $ 102,079

Collateral for letters of credit and performance bonds 56,843 53,321

Collateral for interest rate swaps — 2,500

Total restricted cash $ 171,476 $ 155,400

Current restricted cash $ 66,162 $ 165,396

Non-current restricted cash — 2,581

As of September 30, 2023, the balance presented as collateral for letters of credit and performance bonds includes $ 21,300 to support a letter of credit to facilitate the purchase of turbines that was completed in the third quarter of 2023.

A portion of these turbines will be utilized to support the Company's contract to generate temporary power in Puerto Rico.

Use of cash proceeds under the Barcarena Term Loan are restricted to certain payments to construct the Barcarena Power Plant (each as defined in our Annual Report).

Non-current restricted cash is presented in Other non-current assets, net on the condensed consolidated balance sheets.

As of September 30, 2023 and December 31, 2022, inventory consisted of the following:

September 30, 2023 December 31, 2022

Uses of cash proceeds under the BNDES Term Loan and Barcarena Debentures (see Note 19) are restricted to certain payments to construct the Barcarena Power Plant.

As of March 31, 2024 and December 31, 2023, inventory consisted of the following:

March 31, 2024 December 31, 2023

LNG and natural gas inventory $ 141,843 $ 75,417

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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).

In the second quarter of 2023, the Company acquired a spot cargo at a higher cost to obtain a new customer contract.

The net realizable value of this cargo was below the cost as of June 30, 2023, and as such, we recognized an adjustment to inventory of $ 6,232 .

No adjustments were recorded during the three months ended September 30, 2023 or the nine months ended September 30, 2022.

Changes in the value of inventory are recorded within Cost of sales in the Condensed Consolidated Statements of Operations and Comprehensive Income .

No adjustments were recorded during the three months ended March 31, 2024 and 2023.

Prepaid expenses and other current assets

As of September 30, 2023 and December 31, 2022, prepaid expenses and other current assets consisted of the following:

September 30, 2023 December 31, 2022

As of March 31, 2024 and December 31, 2023, prepaid expenses and other current assets consisted of the following:

March 31, 2024 December 31, 2023

Prepaid expenses $ 27,148 $ 31,490

Recoverable taxes 108,684 80,630

Commodity swap — 104,797

Due from affiliates 1,781 1,566

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Total prepaid expenses and other current assets, net $ 201,953 $ 213,104

Prepaid expenses as December 31, 2022 included $ 34,882 of prepaid LNG inventory.

The Company does no t have any significant prepaid LNG inventory as of September 30, 2023.

Other current assets as of September 30, 2023 and December 31, 2022 primarily consists of deposits and the current portion of contract assets (Note 4).

During the fourth quarter of 2023, the Company began to sub-charter the Winter , a vessel included in the Energos Formation Transaction, and an asset was recorded representing the existing charterer's remaining payments to Energos,

which was $ 59,074 as of December 31, 2023.

The Company also recognized a liability of $ 49,400 (see Note 18) as of December 31, 2023 representing the Company's obligation to pay sub-charter payments until the vessel is chartered directly from Energos.

The balance of the asset and liability as of March 31, 2024 was $ 44,305 and $ 32,149 , respectively.

The remaining balance of other current assets as of March 31, 2024 and December 31, 2023 primarily consists of deposits, as well as the current portion of contract assets (Note 6).

Assets held for sale

In the third quarter of 2022, NFE Brazil Holdings LLC ("Brazil Holdings"), a consolidated indirect subsidiary of NFE and indirect owner of Pecém Energia S.A.

(“Pecém”) and Energetica Camacari Muricy II S.A.

(“Muricy”), and Centrais Elétricas de Pernambuco S.A.

– EPESA (“EPESA”), entered into a Share Purchase Agreement pursuant to which Brazil Holdings agreed to sell 100 % of the shares of Pecém and Muricy to EPESA, following an internal reorganization.

The sale price includes cash consideration of BRL 59 million (approximately $ 12 million using the exchange rate as of September 30, 2023), as well as additional consideration for the satisfaction of certain milestones.

Consideration under this agreement also includes potential future earnout payments based on the revenue generated from power purchase agreements held by Pecém and Muricy.

The sale of Pecém and Muricy was approved by Agência Nacional de Energia Elétrica ("ANEEL") after the balance sheet date;

the sale is subject to customary terms and conditions and conditions precedent prior to closing.

All assets and liabilities of Pecém and Muricy were classified as held for sale as of September 30, 2023 and December 31, 2022 .

The estimated fair value of these entities based on the consideration in the agreement was in excess of the carrying value, and no impairment loss was recognized upon classification as held for sale.

Assets held for sale include a cash balance of $ 14,209 and $ 11,614 as of September 30, 2023 and December 31, 2022, respectively , which have been included in the ending cash and cash equivalents on the condensed consolidated statement of cash flows.

In December 2023, the Company entered into an agreement to sell the vessel, Mazo , for $ 22,400 , and the vessel was classified as held for sale as of December 31, 2023.

In conjunction with the classification to held for sale, the Company recognized an impairment of $ 10,958 within Asset impairment expense in the Consolidated Statement of Operations and Comprehensive income for the year-ended December 31, 2023.

The sale was completed in the first quarter of 2024, and the Company recognized a gain of $ 391 within Loss on sale of assets, net in the Condensed Consolidated Statements of Operations and Comprehensive Income .

Equity method investments

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

September 30, 2023

In August 2022, the Company completed a transaction with an affiliate of Apollo Global Management, Inc., pursuant to which the Company transferred ownership of 11 vessels to Energos Infrastructure ("Energos") in exchange for approximately $ 1.85 billion in cash and a 20 % equity interest in Energos (the “Energos Formation Transaction”).

The Company's equity investment provided certain rights, including representation on the Energos board of directors, that gave the Company significant influence over the operations of Energos, and as such, the investment was accounted for under the equity method.

Energos was also an affiliate, and all transactions with Energos were transactions with an affiliate.

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

March 31, 2024

Equity method investments as of December 31, 2023

Dividends ( 5,830 )

Equity in earnings of investees 12,738

Sale of equity method investments ( 260,156 )

Equity method investments as of September 30, 2023

The carrying amounts of the Company's equity method investments as of September 30, 2023 and December 31, 2022 are:

September 30, 2023 December 31, 2022

Hilli LLC $ — $ 260,000

Energos 139,058 132,306

Total $ 139,058 $ 392,306

As of September 30, 2023, the carrying value of the Company’s equity method investment was less than its proportionate share of the underlying net assets of its investee by $ 1,548 .

At December 31, 2022, the carrying value of the Company’s equity method investments exceeded its proportionate share of the underlying net assets of its investees by $ 16,976 , and the basis difference attributable to amortizable net assets was amortized to Income (loss) from equity method investments in the condensed consolidated statements of operations and comprehensive income (loss) over the remaining estimated useful lives of the underlying assets.

On March 15, 2023, the Company completed a transaction with Golar LNG Limited ("GLNG") for the sale of the Company's investment in the common units of Hilli LLC in exchange for approximately 4.1 million NFE shares and $ 100,000 in cash (the "Hilli Exchange").

In the fourth quarter of 2022, the Company recognized an other-than-temporary impairment on the investment in Hilli LLC of $ 118,558 ;

this impairment was recognized in Income (loss) from equity method investments in the consolidated statements of operations and comprehensive income (loss) .

Upon completion of the Hilli Exchange, a loss on disposal of $ 37,401 was recognized in Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss) .

As a result of the Hilli Exchange, the Company no longer has an ownership interest in the Hilli .

NFE shares received from GLNG were cancelled upon closing of the Hilli Exchange.

The Company had guaranteed 50 % of the outstanding principal and interest amounts payable by Hilli Corp., a direct subsidiary of Hilli LLC.

The Company had also guaranteed letters of credit issued by a financial institution in the event of Hilli Corp.’s underperformance or non-performance under the liquefaction tolling agreement with its customer.

In conjunction with the Hilli Exchange, the Company is no longer a guarantor under these arrangements, and the remaining guarantee liability of $ 2,286 was derecognized as a reduction to Selling, general and administrative in the condensed consolidated statements of operations in the first quarter of 2023.

In August 2022, the Company completed a transaction (the “Energos Formation Transaction”) with an affiliate of Apollo Global Management, Inc., pursuant to which the Company transferred ownership of 11 vessel to Energos Infrastructure ("Energos") in exchange for approximately $ 1.85 billion in cash and a 20 % equity interest in Energos.

The Company's equity investment provides certain rights, including representation on the board of directors, which give the Company significant influence over the operations of Energos, and as such, the investment has been accounted for under the equity method;

this investment is included within the Ships segment.

Energos is also an affiliate, and all transactions with Energos are transactions with an affiliate.

Due to the timing and availability of financial information of Energos, the Company recognizes its proportional share of the income or loss from the equity method investment on a financial reporting lag of one fiscal quarter.

For the three and nine months ended September 30, 2023, the Company has recognized earnings from Energos of $ 489 and $ 6,752 .

Capital contribution 6,794

Sale of equity method investment ( 144,587 )

Equity method investments as of March 31, 2024

In February 2024, the Company sold substantially all of its stake in Energos.

As a result of the transaction, the Company recognized an other than temporary impairment ("OTTI") of the investment in Energos totaling $ 5,277 , and this loss was recognized in Income (loss) from equity method investments in the Consolidated Statement of Operations and Comprehensive income for the year-ended December 31, 2023 .

The sale was completed on February 14, 2024 and the Company received proceeds of $ 136,365 , resulting in a loss of $ 7,222 presented within Other expense, net in the Condensed Consolidated Statements of Operations and Comprehensive Income.

The Company retained an investment in Energos valued at $ 1,000 , which has been recognized within Other non-current assets.

Following the disposition of substantially all of the stake in Energos, the Company no longer has significant influence over Energos.

Construction in progress

The Company’s construction in progress activity during the nine months ended September 30, 2023 is detailed below:

September 30, 2023

The Company’s construction in progress activity during the three months ended March 31, 2024 is detailed below:

March 31, 2024

Construction in progress as of December 31, 2023

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Assets placed in service ( 17,231 )

Construction in progress as of September 30, 2023

Interest expense of $ 201,890 and $ 56,778 , inclusive of amortized debt issuance costs, was capitalized for the nine months ended September 30, 2023 and 2022, respectively.

Construction in progress as of March 31, 2024

Interest expense of $ 104,212 and $ 50,976 , inclusive of amortized debt issuance costs, was capitalized for the three months ended March 31, 2024 and 2023, respectively.

The Company has significant development activities in Latin America as well as the development of the Company's Fast LNG liquefaction solution, and the completion of such developments are subject to risks of successful completion, including those related to government approvals, site identification, financing, construction permitting and contract compliance.

The Company's development activities for the nine months ended September 30, 2023 were primarily focused on Fast LNG and the construction of temporary power generation assets to support the Puerto Rican grid stabilization project;

additions to construction in progress in the first nine months of 2023 of $ 2,569,197 were to develop Fast LNG projects and Puerto Rican temporary power.

Assets placed in service during 2023 are primarily comprised of assets to support our Puerto Rican temporary power project and our power plant at the Port of Pichilingue in Baja California Sur, Mexico.

The Company's development activities for the three months ended March 31, 2024 were primarily focused on Fast LNG;

additions to construction in progress in the first quarter of 2024 of $ 259,724 were to develop Fast LNG projects.

Property, plant and equipment, net

As of September 30, 2023 and December 31, 2022, the Company’s property, plant and equipment, net consisted of the following:

September 30, 2023 December 31, 2022

As of March 31, 2024 and December 31, 2023, the Company’s property, plant and equipment, net consisted of the following:

March 31, 2024 December 31, 2023

Vessels $ 1,494,087 $ 1,494,433

Terminal and power plant equipment 206,897 430,883

CHP facilities 273,978 123,897

Power facilities

275,005 273,978

Gas terminals 180,800 179,103

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Total property, plant and equipment, net $ 2,175,882 $ 2,481,415

The book value of the vessels that was recognized due to the failed sale leaseback in the Energos Formation Transaction as of September 30, 2023 and December 31, 2022 was $ 1,308,795 and $ 1,328,553 , respectively.

Depreciation expense for the three months ended September 30, 2023 and 2022 totaled $ 36,705 and $ 26,326 , respectively, of which $ 230 and $ 222 , respectively, is included within Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss) .

Depreciation expense for the nine months ended September 30, 2023 and 2022 totaled $ 92,980 and $ 78,393 , respectively, of which $ 693 and $ 749 , respectively, is included within Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss) .

The book value of the vessels that were recognized due to the failed sale leaseback in the Energos Formation Transaction as of March 31, 2024 and December 31, 2023 was $ 1,286,555 and $ 1,293,384 , respectively.

The reduction to terminal and power plant equipment and leasehold improvements reflects the sale of turbines to PREPA (Note 5).

Depreciation expense for the three months ended March 31, 2024 and 2023 totaled $ 44,525 and $ 26,000 , respectively, of which $ 261 and $ 231 , respectively, is included within Cost of sales in the Condensed Consolidated Statements of Operations and Comprehensive Income .

Goodwill and intangible assets

The carrying amount of goodwill was $ 776,760 as of both September 30, 2023 and December 31, 2022 .

The carrying amount of goodwill was $ 776,760 as of both March 31, 2024 and December 31, 2023 .

Intangible assets

The following tables summarize the composition of intangible assets as of September 30, 2023 and December 31, 2022:

September 30, 2023

The following tables summarize the composition of intangible assets as of March 31, 2024 and December 31, 2023:

March 31, 2024

Gross Carrying

4 unchanged sentences

Definite-lived intangible assets

Favorable vessel charter contracts $ 106,500 $ ( 82,373 ) $ — $ 24,127 3

Acquired capacity reserve contract

$ 162,045 $ — $ — $ 162,045 17

Permits and development rights 48,217 ( 5,662 ) ( 1,428 ) 41,127 38

Favorable vessel charter contracts 17,700 ( 11,342 ) — 6,358 4

Easements 1,551 ( 348 ) — 1,203 30

15 unchanged sentences

Total intangible assets $ 68,663 $ ( 16,513 ) $ ( 335 ) $ 51,815

Amortization expense for the three months ended September 30, 2023 and 2022 was $ 6,290 and $ 9,287 , respectively.

Amortization expense for the nine months ended September 30, 2023 and 2022 was $ 19,371 and $ 27,589 , respectively.

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

Intangible assets associated with the acquired power purchase agreements have been classified as held for sale as of September 30, 2023 and December 31, 2022;

no impairment loss was recognized upon classification as held for sale (See Note 9).

Amortization expense for the three months ended March 31, 2024 and 2023 was $ 995 and $ 6,796 , respectively which were inclusive of reductions in expense for the amortization of unfavorable contract liabilities.

In the third quarter of 2023, An Bord Pleanála, Ireland's planning commission, denied the Company's application for the development of an LNG terminal and power plant in Shannon, Ireland.

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Capitalized permits and development rights are primarily comprised of capitalized costs related to this project.

The Company has concluded that these recent events do not indicate that these assets are not recoverable.

The continued development of this project is uncertain and there are multiple risks, including regulatory risks, that could preclude the development of this project, and the results of these risks could have a material effect to the Company's results of operations.

Other non-current assets, net

As of September 30, 2023 and December 31, 2022, Other non-current assets consisted of the following:

September 30, 2023 December 31, 2022

Assets held for sale $ — $ 40,685

As of March 31, 2024 and December 31, 2023, Other non-current assets consisted of the following:

March 31, 2024 December 31, 2023

Cost to fulfill (Note 6)

$ 21,603 $ 22,418

Contract assets, net (Note 6)

17,738 19,901

Upfront payments to customers 8,715 9,158

Investments in equity securities (Note 6)

Investments in equity securities 8,678 7,678

Other 77,613 76,906

Total other non-current assets, net $ 125,632 $ 126,903

During the third quarter of 2023, the Company sold certain investments in equity securities recognizing a realized loss of $ 374 .

The remaining investments in equity securities of $ 7,678 as of September 30, 2023 are investments without a readily determinable fair value.

The Company recognized unrealized losses of $ 672 and $ 1,629 on its investments in equity securities for the three months ended September 30, 2023 and 2022, respectively, within Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss) .

The Company recognized an unrealized gain of $ 539 and an unrealized loss of $ 2,720 on its investments in equity securities for the nine months ended September 30, 2023 and 2022, respectively, within Other (income) expense, net in the condensed consolidated statements of operations and comprehensive income (loss) .

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.

Other non-current assets includes deferred financing costs related to the Revolving Facility.

The Company reco gnized unrealized (loss) gain on its investments in equity securities of $ 0 and $ 2,525 for the three months ended March 31, 2024 and 2023, respectively, within Other expense, net in the Condensed Consolidated Statements of Operations and Comprehensive Income .

Investments in equity securities include investments without a readily determinable fair value of $ 8,678 and $ 7,678 as of March 31, 2024 and December 31, 2023, respectively (Refer to Note 8).

Other non-current assets includes the value of the earnout receivable recognized upon the sale of two project companies in Brazil, development costs for hosted software products and deferred financing costs related to the Revolving Facility.

Accrued liabilities

As of September 30, 2023 and December 31, 2022, accrued liabilities consisted of the following:

September 30, 2023 December 31, 2022

As of March 31, 2024 and December 31, 2023, Accrued liabilities consisted of the following:

March 31, 2024 December 31, 2023

Accrued development costs $ 259,697 $ 286,030

Accrued interest 39,419 82,507

Accrued inventory 29,800 45,511

Accrued bonuses 10,943 41,356

Accrued dividend — 626,310

Other accrued expenses 107,553 61,782

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Other current liabilities

As of September 30, 2023 and December 31, 2022 , other current liabilities consisted of the following:

September 30, 2023 December 31, 2022

As of March 31, 2024 and December 31, 2023 , Other current liabilities consisted of the following:

March 31, 2024 December 31, 2023

Derivative liabilities $ 19,037 $ 19,450

Contract liabilities 69,254 12,748

Contract liabilities (Note 6) 10,242 65,287

Income tax payable 79,115 54,040

Due to affiliates 6,100 9,579

Liabilities held for sale (See Note 9) 21,407 —

Winter sub-charter liability 32,149 49,400

Other current liabilities 38,772 30,195

Total other current liabilities $ 185,415 $ 227,951

As of September 30, 2023 and December 31, 2022, debt consisted of the following:

September 30, 2023 December 31, 2022

As of March 31, 2024 and December 31, 2023, debt consisted of the following:

March 31, 2024 December 31, 2023

Senior Secured Notes, due September 2025 $ 872,049 $ 1,245,662

$ 1,245,069 $ 1,243,351

Senior Secured Notes, due September 2026 1,487,258 1,486,374

1,484,944 1,481,639

Senior Secured Notes, due March 2029 736,733 —

Vessel Financing Obligation, due August 2042 1,391,582 1,359,995

1,369,701 1,406,091

Term Loan B, due October 2028 772,763 771,420

Revolving Facility 750,000 866,600

Bridge Term Loan, due August 2024 391,764 —

BNDES Term Loan, due October 2045 273,379 —

South Power 2029 Bonds, due May 2029 217,205 216,993

216,782 216,177

Equipment Notes, due July 2026 195,399 —

Barcarena Term Loan, due February 2024

198,725 194,427

EB-5 Loan, due July 2028 37,256 —

Short-term Borrowings 177,492 182,270

Barcarena Debentures, due October 2028 175,389 175,025

EB-5 Loan, due July 2028 97,587 61,614

Tugboat Financing, due December 2038 46,629 46,728

PortoCem BTG Loan, due December 2024 28,312 —

Barcarena Term Loan, due February 2024 — 199,678

Equipment Notes, due July 2026 — 190,789

Total debt $ 7,026,378 $ 6,803,148

Current portion of long-term debt and short-term borrowings $ 270,547 $ 64,820

Current portion of long-term debt $ 291,518 $ 292,625

Long-term debt 6,734,860 6,510,523

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 $ 6,014,096 and $ 4,327,311 as of September 30, 2023 and December 31, 2022, respectively, and is classified as Level 2 within the fair value hierarchy.

Subsequent to September 30, 2023, the Company entered into the BNDES Credit Agreement, Barcarena Debentures and Term Loan B Credit Agreement (each defined and described in Note 24.

Subsequent events).

Proceeds from these new credit arrangements have been or will be used to refinance the Bridge Term Loan and the Barcarena Term Loan on a long term basis, and as such, these principal balances have been shown as non-current on the condensed consolidated balance sheets as of September 30, 2023.

The fair value of the Company's long-term debt was $ 7,103,385 and $ 6,835,487 as of March 31, 2024 and December 31, 2023, respectively, and is classified as Level 2 within the fair value hierarchy.

The Company's debt arrangements include cross-acceleration clauses whereby events of default under an individual debt agreement can lead to acceleration of principal under other debt arrangements.

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

Significant changes to the Company's outstanding debt are described below.

Revolving Facility

In April 2021, the Company entered into a $ 200,000 senior secured revolving credit facility (the "Revolving Facility").

The borrowings under the Revolving Facility bear interest at a Secured Overnight Financing Rate ("SOFR") based rate plus a margin based upon usage of the Revolving Facility.

The Revolving Facility will mature in 2026 if the 2025 Notes (as

defined in the Annual Report) are refinanced prior to maturity, with the potential for the Company to extend the maturity date of the Revolving Facility once for a one-year increment ;

if not, the Revolving Facility becomes due approximately 60 days prior to the maturity of the 2025 Notes.

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

In 2022, the Revolving Facility was amended twice to increase the borrowing capacity by a total of $ 240,000 , and in first three quarters of 2023, the Company entered into amendments which increased the borrowing capacity by $ 426,600 , for a total capacity of $ 866,600 .

The amendments did not impact the interest rate or term of the Revolving Facility, and no deferred costs were written off.

During the first nine months of 2023, the Company drew $ 866,600 from the Revolving Facility, which is outstanding as of September 30, 2023 .

The Company incurred $ 5,398 in origination, structuring and other fees, associated with entry into the Revolving Facility, which includes additional fees to expand the facility in 2022.

During the first three quarters of 2023, the Company incurred an additional $ 7,027 in fees in relation to the 2023 amendments.

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

As of September 30, 2023 and December 31, 2022 , total remaining unamortized deferred financing costs for the Revolving Facility was $ 10,167 and $ 5,172 , respectively.

The obligations under the Revolving Facility are guaranteed by certain of the Company's subsidiaries.

The Company is 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 and onwards.

The Company was in compliance with all covenants as of September 30, 2023.

Bridge Term Loan Credit Agreement

On August 3, 2023, the Company entered into a Bridge Term Loan Credit Agreement (the “Bridge Term Loan Agreement”) pursuant to which the lenders funded term loans (the “Bridge Term Loans”) to the Company in an aggregate principal amount of $ 400,000 .

Bridge Term Loan proceeds may be used for working capital and other general corporate purposes.

The Bridge Term Loans were to mature on August 1, 2024 and were payable in full on the maturity date.

The Bridge Term Loans were repaid in full without penalty using proceeds from the Term Loan B which closed after September 30, 2023 (See Note 24.

Subsequent events).

The Bridge Term Loans were guaranteed on a senior secured basis by each domestic and foreign subsidiary that is a guarantor under the 2025 Notes, 2026 Notes and Revolving Facility (each as defined in the Annual Report).

The Bridge Term Loans were secured by substantially the same collateral as the first lien obligations under the 2025 Notes, 2026 Notes and Revolving Facility.

The Bridge Term Loan Agreement contained usual and customary representations and warranties, and usual and customary affirmative and negative covenants, including requirements to maintain certain levels of total debt to capitalization and total first lien debt to EBITDA, and the ratios required to be maintained were consistent with the requirements under the Revolving Facility.

The Bridge Term Loans bore interest at a per annum rate equal to Adjusted Term SOFR (as defined in the Bridge Term Loan Agreement) plus 3.50 %.

The Company incurred $ 9,628 in origination, structuring and other fees, associated with entry into the Bridge Term Loans Facility.

As of September 30, 2023 , total remaining unamortized deferred financing costs for the Bridge Term Loans was $ 8,236 .

Equipment Notes

In June 2023, the Company executed a Master Loan and Security Agreement with a lender to borrow up to $ 200,000 under promissory notes secured by certain turbines acquired in the first quarter of 2023 to support our grid stabilization project in Puerto Rico (the “Equipment Notes”).

During the second and third quarters of 2023, the Company borrowed the full

capacity bearing interest at approximately 7.7 %, and the principal is partially repayable in monthly installments over the 36 month term of the loan with the balance due upon maturity in July 2026.

The Equipment Notes contains usual and customary representations and warranties, and usual and customary affirmative and negative covenants.

The Equipment Notes do not contain any restrictive financial covenants.

Proceeds received were net of upfront fees due to the lender, and through September 30, 2023, the Company has incurred $ 2,516 in origination, structuring and other fees, associated with entry into the Equipment Notes .

As of September 30, 2023 , total remaining unamortized deferred financing costs for the Equipment Notes was $ 2,423 .

In March 2024, the Company issued $ 750,000 of 8.75 % senior secured notes in a private offering pursuant to Rule 144A under the Securities Act (the “2029 Notes”).

Interest is payable semi-annually in arrears on March 15 and September 15 of each year;

no principal payments are due until maturity on March 15, 2029.

The Company may redeem the 2029 Notes, in whole or in part, at any time prior to maturity, subject to certain make-whole premiums.

The 2029 Notes are guaranteed on a senior secured basis by each domestic subsidiary and foreign subsidiary that is a guarantor under the 2025 Notes and 2026 Notes.

The 2029 Notes are secured by substantially the same collateral as the first lien obligations under the 2025 Notes and 2026 Notes.

The 2029 Notes may limit the Company’s ability to incur additional indebtedness or issue certain preferred shares, make certain payments, and sell or transfer certain assets subject to certain conditions and qualifications.

The 2029 Notes also provide for customary events of default and prepayment provisions.

In connection with the offering of the 2029 Notes, we completed a cash tender offer to repurchase $ 375,000 of the outstanding 2025 Notes, for an aggregate repurchase price of $ 376,875 .

The tender offer was closed and the partial repurchase of the 2025 Notes was completed in the first quarter of 2024.

The premium over the repurchase price of $ 1,875 was recognized as Loss on extinguishment of debt, net in the Condensed Consolidated Statements of Operations and Comprehensive Income.

In connection with the issuance of the 2029 Notes, the Company incurred $ 13,488 in origination, structuring and other fees, which was deferred as a reduction of the principal balance of the 2029 Notes on the Condensed Consolidated Balance Sheets.

As of March 31, 2024, total remaining unamortized deferred financing costs for the 2029 Notes was $ 13,378 .

BNDES Term Loan

The owner of the Company's power plant under construction in Pará, Brazil (the "Barcarena Power Plant") entered into a credit agreement with BNDES, the Brazilian Development Bank (the "BNDES Credit Agreement").

The Company is able to borrow up to $ 355,556 under the BNDES Credit Agreement, segregated into three tranches based on the use of proceeds ("BNDES Term Loan").

In the first quarter of 2024, lenders funded $ 273,379 under the BNDES Credit Agreement.

Each tranche bears a different rate of interest ranging from 2.61 % to 4.41 % plus the fixed rate announced by BNDES.

No principal payments are required until April 2026 and are due quarterly thereafter until maturity in 2045.

The obligations under the BNDES Credit Agreement are guaranteed by certain indirect Brazilian subsidiaries that are constructing the Barcarena Power Plant, and are secured by the Barcarena Power Plant and receivables under the Barcarena Power Plant's capacity reserve contracts.

These Brazilian subsidiaries are required to comply with customary affirmative and negative covenants, and the BNDES Credit Agreement also provides for customary events of default, prepayment and cure provisions.

Proceeds received are to be used to repay the existing Barcarena Term Loan (defined in the Annual Report) and to pay for all remaining expected construction costs through the planned completion of the Barcarena Power Plant in 2025.

In February 2024, the Company repaid the full outstanding principal balance of the Barcarena Term Loan, fully extinguishing the obligation.

No material loss on extinguishment was recognized in conjunction with this repayment.

EB-5 Loan Agreement

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It is expected that the loan will be secured by NFE's green hydrogen facility, and NFE has provided a guarantee of the obligations under the EB-5 Loan Agreement.

In the third quarter of 2023, $ 37,928 was funded under the EB-5 Loan Agreement.

The EB-5 Loan Agreement contains usual and customary representations and warranties, and usual and customary affirmative and negative covenants.

The EB-5 Loan Agreement does not contain any restrictive financial covenants.

The Company has incurred $ 693 in origination, structuring and other fees, associated with entry into the EB-5 Loan Agreement.

As of September 30, 2023 , total remaining unamortized deferred financing costs for the EB-5 Loan Agreement was $ 672 .

Short-term Borrowings

The Company may, from time to time, enter into sales and repurchase agreements with a financial institution, whereby the Company sells to the financial institution an LNG cargo and concurrently enters into an agreement to repurchase the same LNG cargo immediately with the repurchase price payable at a future date, generally not to exceed 90-days from the date of the sale and repurchase (the “Short-term Borrowings”).

As of September 30, 2023, the Company had $ 161,835 due under repurchase arrangements with a weighted average interest rate of 9.74 %.

In the three months ended March 31, 2024, an additional $ 36,272 was funded under the EB-5 Loan Agreement.

PortoCem BTG Loan

As part of the PortoCem Acquisition, the Company assumed a term loan in the aggregate principal amount of BRL 141,445 million ($ 28,093 based on rates in effect on the acquisition date) due December 2024, bearing interest at a rate equal to the one-day interbank deposit rate in Brazil plus 5.0 % (the “PortoCem BTG Loan”).

Lenders under the PortoCem BTG Loan waived acceleration requirements in the event of a change in control in conjunction with the PortoCem Acquisition, and repayment of the PortoCem BTG Loan is now required upon the earlier of PortoCem obtaining additional financing or the original maturity date of December 2024.

NFE provided a parent company guarantee to the lenders under the PortoCem BTG Loan.

The PortoCem BTG Loan contains usual and customary representations and warranties, usual and customary affirmative and negative covenants and events of default.

No financial debt covenant compliance is required under this loan facility.

In April 2024, the Company repaid the PortoCem BTG Loan with proceeds from a short term credit note (Note 26).

Equipment Notes

In conjunction with the execution of the APA to sell certain turbines to PREPA in March 2024 (Note 5), the Company repaid the Equipment Notes in full, releasing any liens held on the turbines prior to their sale.

The balance outstanding as of the repayment date was $ 188,431 , and the Company incurred a prepayment premium of 3 %.

The prepayment premium and

any unamortized financing costs of $ 7,879 were recognized as Loss on extinguishment of debt, net in the Condensed Consolidated Statements of Operations and Comprehensive Income .

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 nine months ended September 30, 2023 and 2022 consisted of the following:

Three Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022

Interest expense, net of amounts capitalized, recognized for the three months ended March 31, 2024 and 2023 consisted of the following:

Three Months Ended March 31,

Interest per contractual rates $ 123,418 $ 64,259

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Total interest expense $ 77,344 $ 71,673

Interest expense on the Vessel Financing Obligation includes non-cash expense of $ 37,285 and $ 119,648 f or the three and nine months ended September 30, 2023 related to payments received by Energos from third-party charterers.

The effective tax rate for the three months ended September 30, 2023 was 28.8 % compared to 15.1 % for the three months ended September 30, 2022 .

The total tax provision for the three months ended September 30, 2023 was $ 25,194 compared to a provision of $ 9,971 for the three months ended September 30, 2022 .

The Company’s current and prior year interim period effective tax rate and tax provision differ primarily due to significant discrete items recognized in the prior year including the windfalls from share-based compensation and the other-than-temporary impairment recognized on the Company's investment in CELSEPAR.

The effective tax rate for the nine months ended September 30, 2023 was 17.2 % compared to 1,737.1 % for the nine months ended September 30, 2022 .

The total tax provision for the nine months ended September 30, 2023 was $ 69,476 compared to a benefit of $ 126,249 for the nine months ended September 30, 2022 .

Our prior year benefit and effective tax rate was primarily driven by significant discrete items, including the remeasurement of a deferred tax liability in conjunction with an internal reorganization.

The Company has not recognized any significant discrete items in the first nine months of 2023.

Interest expense on the Vessel Financing Obligation includes non-cash expense of $ 33,193 and $ 49,903 for the three months ended March 31, 2024 and 2023, respectively, related to payments received by Energos from third-party charterers.

The effective tax rate for the three months ended March 31, 2024 was 27.6 % compared to 16.0 % for the three months ended March 31, 2023.

The total ta x provision for the three months ended March 31, 2024 was $ 21,624 compared to a provision of $ 28,960 for the three months ended March 31, 2023.

The Company's effective tax rate for the three months ended March 31, 2024 is higher than the Company's statutory tax rate a nd the prior year principally due to the inclusion of non-US income, as well as the increased valuation allowance on the U.S.

Commitments and contingencies

The Company may be subject to certain legal proceedings, claims and disputes that arise in the ordinary course of business.

The Company is subject to certain legal and regulatory 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.

Earnings per share

Three Months Ended September 30, Nine Months Ended September 30,

2023 2022 2023 2022

Net income (loss) $ 62,338 $ 56,231 $ 334,004 $ 118,981

Net (income) loss attributable to non-controlling interests ( 1,117 ) 5,617 ( 3,329 ) 11,371

Three Months Ended March 31,

Net income $ 56,670 $ 151,566

Net (income) attributable to non-controlling interests ( 2,589 ) ( 1,360 )

Series A convertible preferred stock cumulative dividend ( 142 ) —

Net income attributable to Class A common stock $ 53,939 $ 150,206

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Net income per share - basic $ 0.26 $ 0.72

Net income (loss) $ 62,338 $ 56,231 $ 334,004 $ 118,981

Net (income) loss attributable to non-controlling interests ( 1,117 ) 5,617 ( 3,329 ) 11,371

Net income $ 56,670 151,566

Net (income) attributable to non-controlling interests ( 2,589 ) ( 1,360 )

Series A convertible preferred stock cumulative dividend ( 142 ) —

Adjustments attributable to dilutive securities ( 750 ) ( 1,650 )

Net income (loss) attributable to Class A common stock 61,221 61,848 329,562 130,352

Net income attributable to Class A common stock $ 53,189 $ 148,556

Weighted-average shares - diluted 205,977,720 209,325,619

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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.

Three Months Ended

September 30, Nine Months Ended

September 30,

2023 2022 2023 2022

Equity Agreement shares (1)

555,359 422,680 — 422,680

March 31, 2024 March 31, 2023

Series A convertible preferred stock (1)

Total 246,565 —

(1) Represents Class A common stock that would be issued in relation to an agreement to issue shares executed in conjunction with a prior year asset acquisition.

In the fourth quarter of 2022, the Board declared a dividend of $ 626,310 representing $ 3.00 per Class A share, which was paid in January 2023.

The Company also declared and paid dividends of $ 20,503 and $ 20,756 during the three months ended September 30, 2023 and 2022 , respectively, representing $ 0.10 per Class A share.

The Company declared and paid dividends of $ 61,473 and $ 62,092 during the nine months ended September 30, 2023 and 2022 , respectively, representing $ 0.10 per Class A share.

During each of the three months ended September 30, 2023 and 2022 , the Company paid dividends of $ 3,019 to holders of Golar LNG Partners LP's ("GMLP") 8.75 % Series A Cumulative Redeemable Preferred Units (“Series A Preferred Units”).

During each of the nine months ended September 30, 2023 and 2022, the Company paid dividends of $ 9,057 to holders of the Series A Preferred Units.

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

(1) Represents the weighted average number of potentially dilutive shares that are anti-dilutive if the Series A convertible preferred stock was converted on the issuance date.

The Company declared and paid quarterly dividends totaling $ 20,503 and $ 20,467 during the three months ended March 31, 2024 and 2023, respectively, representing $ 0.10 per Class A share.

During each of the three months ended March 31, 2024 and 2023 , the Company paid dividends of $ 3,019 to holders of Golar LNG Partners LP's ("GMLP") 8.75 % Series A Cumulative Redeemable Preferred Units (“GMLP Series A Preferred Units”).

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

Upon the sale of the vessel Mazo (Refer to Note 11), one of the Company's non-wholly owned subsidiaries paid a dividend using proceeds from the sale.

The dividend of $ 8,662 paid to the other shareholder in this subsidiary was recognized as a reduction to non-controlling interest during the three months ended March 31, 2024.

Share-based compensation

The Company has granted Performance Share Units ("PSUs") to certain employees and non-employees that contain a performance condition under the New Fortress Energy Inc.

The Company has granted restricted stock units ("RSUs") to select officers, employees and certain non-employees under the New Fortress Energy Inc.

2019 Omnibus Incentive 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.

As of September 30, 2023, the Company determined it was not probable that the performance condition required for the PSUs granted in the fourth quarter of 2022 ("2022 Grant") to vest would be achieved, and as such, no compensation expense was recognized for this award.

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

Weighted Average

Remaining Vesting

2022 Grant 746,296 0 to 1,492,592

— $ 47,797 0.25 years

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

The fair value of RSUs on the grant date is estimated based on the clo sing price of the underlying shares on the grant date.

The following table summarizes the RSU activity for the three months ended March 31, 2024:

Restricted Stock

Units Weighted-average

grant date fair

value per share

Non-vested RSUs as of December 31, 2023

32,327 $ 27.12

Granted 2,786,112 32.66

Vested ( 34,047 ) 30.06

Forfeited ( 506 ) 26.20

Non-vested RSUs as of March 31, 2024

2,783,886 $ 32.63

For the three months ended March 31, 2024, the Company recognized $ 5,248 of compensation costs associated with RSUs within Selling, general and administrative in the Condensed Consolidated Statements of Operations and Comprehensive Income.

During the three months ended March 31, 2024, there was no significant reversal of cumulative compensation expense recognized for forfeited RSU awards.

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

As of March 31, 2024, unrecognized compensation costs from non-vested RSUs was $ 86,669 .

The non-vested RSUs vest over a periods from ten months to approximately two years following the grant date.

The weighted-average remaining vesting period of non-vested RSUs totaled 1.34 years as of March 31, 2024.

Related party transactions

Management services

Edens, chief executive officer and chairman of the Board of Directors, and Nardone, member of the Board of Directors, are currently employed by Fortress Investment Group LLC (“Fortress”).

Edens, chief e xecutive officer and chairman of the Board of Directors, and Nardone, member of the Board of Directors, 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 $ 1,643 and $ 1,117 for the three months ended September 30, 2023 and 2022, respectively, and totaled $ 4,284 and $ 3,776 for the nine months ended September 30, 2023 and 2022, 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 September 30, 2023 and December 31, 2022, $ 4,130 and $ 4,629 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 rates, charter costs of $ 523 and $ 750 for the three months ended September 30, 2023 and 2022, respectively, and $ 1,934 and $ 2,897 for the nine months ended September 30, 2023 and 2022, respectively.

As of September 30, 2023 and December 31, 2022, $ 1,216 and $ 416 was due to this affiliate, respectively.

The charges under the Administrative Agreement that are attributable to the Company totaled $ 1,975 and $ 1,345 for the three months ended March 31, 2024 and 2023, respectively.

Costs associated with the Administrative Agreement are included within Selling, general and administrative in the Condensed Consolidated Statements of Operations and Comprehensive Income .

As of March 31, 2024 and December 31, 2023, $ 1,907 and $ 5,691 were due to Fortress, respectively.

In addition to administrative services, Mr.

Edens owns an aircraft that we charter from a third party operator for business purposes in the ordinary course of operations.

The Company incurred, at market rates, charter costs of $ 570 and $ 771 for the three months ended March 31, 2024 and 2023, respectively.

As of March 31, 2024 and December 31, 2023, $ 716 and $ 1,095 was due, respectively.

Fortress affiliated entities

The Company provides certain administrative services to related parties including Fortress affiliated entities.

The Company provides certain administrative services to related parties including entities affiliated with Fortress.

No costs are incurred for such administrative services by the Company as the Company is fully reimbursed for all costs incurred.

The Company has subleased a portion of office space to affiliates of entities managed by Fortress, and for the three months ended September 30, 2023 and 2022, $ 280 and $ 99 of rent and office related expenses were incurred by these affiliates, respectively.

For the nine months ended September 30, 2023 and 2022, $ 821 and $ 491 of rent and office related expenses were incurred by these affiliates, respectively.

As of September 30, 2023 and December 31, 2022, $ 1,456 and $ 700 , respectively, were due from all Fortress affiliated entities.

The Company has subleased a portion of office space to affiliates of entities managed by Fortress, and for the three months ended March 31, 2024 and 2023, $ 218 and $ 192 of rent and office related expenses were incurred by these affiliates, respectively.

As of March 31, 2024 and December 31, 2023, $ 1,765 and $ 1,547 were due from affiliates, 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 $ 767 and $ 663 for the three months ended September 30, 2023 and 2022, respectively, and $ 2,016 and $ 1,845 for the nine months ended September 30, 2023 and 2022, respectively.

As of September 30, 2023 and December 31, 2022, $ 3,698 and $ 2,455 were d ue to Fortress affiliated entities, respectively.

The Co mpany 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 $ 126 and $ 103 during the three months ended September 30, 2023 and 2022, respectively, and $ 378 and $ 310 during the nine months ended September 30, 2023 and 2022, respectively, which was included within Operations and maintenance in the condensed consolidated statements of operations and comprehensive income (loss).

The Company has amounts due to FECI of $ 69 and $ 0 as of September 30, 2023 and December 31, 2022, respectively.

As of September 30, 2023 and December 31, 2022, the Company has recorded a lease liability of $ 3,363 and $ 3,340 , respectively, on the condensed consolidated balance sheets.

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 approxim ately $ 683 and $ 589 for the three months ended March 31, 2024 and 2023, respectively.

As of March 31, 2024 and December 31, 2023, $ 3,385 and $ 2,702 were d ue to Fortress affiliated entities, respectively.

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

The Company recognized expense related to the land lease of $ 103 during the three months ended March 31, 2024 and 2023, which was included within Operations and maintenance in the Condensed Consolidated Statements of Operations and Comprehensive Income.

The Company has amounts due to FECI of $ 92 as both of March 31, 2024 and December 31, 2023.

As of March 31, 2024 and December 31, 2023, the Company has recorded a lease liability of $ 3,373 and $ 3,368 , respectively, within Non-cur rent lease liabilities on the Condensed Consolidated Balance Sheets.

In September 2023, the Company entered into a lease agreement to lease land from Jefferson Terminal South LLC, which is an indirect, majority-owned subsidiary of a public company which is managed by an affiliate of Fortress.

The Company recognized expense related to the land lease of $ 30 during three months ended and nine months ended September 30, 2023, which was included within Operations and maintenance in the condensed consolidated statements of operations and comprehensive income (loss).

The Company does not have any amounts due to Jefferson Terminal South LLC as of September 30, 2023.

As of September 30, 2023 the Company has recorded a lease liability of $ 4,003 on the condensed consolidated balance sheets.

As of March 31, 2024, the Company has recorded a right-of-use asset of $ 3,798 and a lease liability of $ 4,194 on the Condensed Consolidated Balance Sheets .

As of December 31, 2023, the Company recorded a right-of-use asset of $ 3,885 and a lease liability of $ 4,098 on the Condensed Consolidated Balance Sheets.

DevTech investment

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The 10 % interest was reflected as non-controlling interest in the Company’s condensed consolidated financial statements.

The Company recognized approximately $ 117 and $ 111 in expense within Selling, general and administrative for the three months ended September 30, 2023 and 2022, respectively, and $ 318 and $ 328 in expense within Selling, general and administrative for the nine months ended September 30, 2023 and 2022, respectively.

As of September 30, 2023 and December 31, 2022, $ 117 and $ 80 were due to DevTech, respectively.

As of September 30, 2023, the Company operates in two reportable segments:

The Company recognized approximately $ 128 and $ 105 in expense within Selling, general and administrative for the three months ended March 31, 2024 and 2023, respectively.

As of March 31, 2024 and December 31, 2023 , $ 128 and $ 106 were due to DevTech, respectively.

As of March 31, 2024, 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.

Vessels that are utilized in the Company’s terminal or logistics operations are included in this segment.

Terminals and Infrastructure Operating Margin included the Company’s effective share of revenues, expenses and operating margin attributable to the Company's 50 % investment in Centrais Elétricas de Sergipe Participações S.A.

(“CELSEPAR”);

the Company disposed of this investment in the fourth quarter of 2022.

Terminal and Infrastructure segment includes realized gains and losses from the settlement of derivative transactions entered into as economic hedges to reduce market risks associated with commodity prices.

• Ships includes vessels that are leased to customers under long-term or spot arrangements, and as of September 30, 2023, six vessels are included in this segment.

The Company’s investment in Energos is also included in the Ships segment.

Ships Operating Margin included our effective share of revenue, expenses and operating margin attributable to our ownership of 50 % of the common units of Hilli LLC prior to the disposition of this investment in first quarter of 2023.

• Ships includes vessels that are leased to customers under long-term arrangements, and as of March 31, 2024, four vessels are included in this segment.

The Company’s investment in Energos was also included in the Ships segment prior to the disposition of this investment in the first quarter of 2024.

Ships Operating Margin also included our effective share of revenue, expenses and operating margin attributable to our ownership of the common units of Hilli LLC prior to the disposition of this investment in first quarter of 2023.

The CODM uses Segment Operating Margin to evaluate the performance of the segments and allocate resources.

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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 nine months ended September 30, 2023 and 2022:

Three Months Ended September 30, 2023

(in thousands of $) Terminals and

Infrastructure Ships Total

Segment Consolidation

and Other (4)

Statement of operations:

Total revenues $ 447,905 $ 66,557 $ 514,462 $ — $ 514,462

Cost of sales (1) (3)

192,343 — 192,343 ( 423 ) 191,920

Vessel operating expenses — 11,613 11,613 — 11,613

Operations and maintenance 60,819 — 60,819 — 60,819

Segment Operating Margin $ 194,743 $ 54,944 $ 249,687 $ 423 $ 250,110

Balance sheet:

Total assets $ 8,738,875 $ 1,057,495 $ 9,796,370 $ — $ 9,796,370

Other segmental financial information:

Capital expenditures (2)

$ 662,717 $ — $ 662,717 $ — $ 662,717

Nine Months Ended September 30, 2023

The table below presents segment information for the three months ended March 31, 2024 and 2023:

Three Months Ended March 31, 2024

(in thousands of $) Terminals and

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$ 484,254 $ — $ 484,254 $ — $ 484,254

Three Months Ended September 30, 2022

(in thousands of $) Terminals and

Infrastructure Ships Total Segment Consolidation

and Other (4)

Statement of operations:

Total revenues $ 687,437 $ 111,660 $ 799,097 $ ( 67,167 ) $ 731,930

Cost of sales (3)

402,458 — 402,458 ( 8,628 ) 393,830

Vessel operating expenses 3,431 23,799 27,230 ( 6,912 ) 20,318

Operations and maintenance 30,079 — 30,079 ( 8,046 ) 22,033

Segment Operating Margin $ 251,469 $ 87,861 $ 339,330 $ ( 43,581 ) $ 295,749

Balance sheet:

Total assets $ 5,366,730 $ 2,074,254 $ 7,440,984 $ — $ 7,440,984

Other segmental financial information:

Capital expenditures (2)

$ 451,360 $ 12,690 $ 464,050 $ — $ 464,050

Nine Months Ended September 30, 2022

Three Months Ended March 31, 2023

(in thousands of $) Terminals and

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$ 931,823 $ — $ 931,823 $ — $ 931,823

(1) Cost of sales in the Company’s segment measure only includes realized gains and losses on derivative transactions that are an economic hedge of commodity purchases and sales, and realized losses of $ 293 and realized gains of $ 141,560 for the three and nine months ended September 30, 2023, respectively, were recognized as a reduction to Cost of sales in the segment measure.

The Company recognized unrealized gains of $ 423 and unrealized losses of $ 107,882 on the mark-to-market value of derivative transactions for the three and nine months ended September 30, 2023, respectively, and these gains and losses reconcile Cost of sales in the segment measure to Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss) .

The Company has excluded contract acquisition costs that do not meet the criteria for capitalization from the segment measure.

Contract acquisition costs of $ 0 and $ 6,232 for the three and nine months ended September 30, 2023, respectively, reconcile Cost of sales in the segment measure to Cost of sales in the condensed consolidated statements of operations and comprehensive income (loss).

(1) Cost of sales in the Company’s segment measure only includes realized gains and losses on derivative transactions that are an economic hedge of our commodity purchases and sales, and in the first quarter of 2023, realized gains of $ 146,112 were recognized as a reduction to Cost of sales in the segment measure.

There were no commodity swap transactions in the first quarter of 2024.

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

(3) Cost of sales is presented exclusive of costs included in Depreciation and amortization in the condensed consolidated statements of operations and comprehensive income (loss) .

(4) Consolidation and Other adjusts for the inclusion of the effective share of revenues, expenses and operating margin attributable to the Company's 50 % ownership of CELSEPAR and the common units of Hilli LLC in the segment measure prior to the disposition of these investments, the exclusion of the unrealized mark-to-market gain or loss on derivative instruments, and the exclusion of non-capitalizable contract acquisition costs.

Consolidated Segment Operating Margin is defined as net income, adjusted for Selling, general and administrative expenses, Transaction and integration costs, Depreciation and amortization, Asset impairment expense, Interest expense, Other (income) expense, net, Loss on extinguishment of debt, net, Tax provision (benefit) and Income from equity method investments.

(3) Cost of sales is presented exclusive of costs included in Depreciation and amortization in the Condensed Consolidated Statements of Operations and Comprehensive Income .

(4) Consolidation and Other adjusts for the inclusion of the effective share of revenues, expenses and operating margin attributable to the Company's ownership of the common units of Hilli LLC in the segment measure prior to the disposition of this investment and exclusion of the unrealized mark-to-market gain or loss on derivative instruments.

Consolidated Segment Operating Margin is defined as net income, adjusted for selling, general and administrative expenses, transaction and integration costs, depreciation and amortization, asset impairment expense, loss on sale of assets, interest expense, other expense, net, loss on extinguishment of debt, net, tax provision and income from equity method investments.

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

Three Months Ended September 30, Nine Months Ended September 30,

Three Months Ended March 31,

(in thousands of $) 2024 2023

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Depreciation and amortization 50,491 34,375

Asset impairment expense — — — 48,109

Interest expense 77,344 71,673

Other (income) expense, net ( 2,271 ) 10,214 16,150 ( 31,613 )

Other expense, net 19,112 25,005

Loss on sale of assets, net 77,140 —

Loss on extinguishment of debt, net 9,754 —

Tax provision (benefit) 25,194 9,971 69,476 ( 126,249 )

(Income) from equity method investments ( 489 ) 31,734 ( 12,738 ) 354,426

Tax provision 21,624 28,960

Loss (income) from equity method investments — ( 9,980 )

Consolidated Segment Operating Margin $ 384,260 $ 354,231

Subsequent events

The financing transactions described below were entered into subsequent to September 30, 2023.

Proceeds from these financing transactions, combined with the expected contractual cash flows from recent projects placed in service, are expected to provide the Company with the liquidity necessary to meets its obligations as they become due in the ordinary course of its business.

Barcarena Financings

In October 2023, certain of the Company's Brazilian subsidiaries entered into two long-term financing arrangements, fully funding the construction of the Company's power plant located in Pará, Brazil (the "Barcarena Power Plant") .

Proceeds received will be used to repay the current Barcarena Term Loan and to pay for all remaining expected construction costs through the planned completion of the Barcarena Power Plant in 2025.

The owner of the Barcarena Power Plant entered into a credit agreement with BNDES, the Brazilian Development Bank (the "BNDES Credit Agreement").

The Company is able to borrow up to R$ 1.8 billion under the BNDES Credit Agreement, segregated into three tranches based on the use of proceeds ("BNDES Term Loan").

Each tranche bears a different rate of interest ranging from 2.61 % to 4.41 % plus the fixed rate announced by BNDES.

No principal payments are required until April 2026 and are due quarterly thereafter until maturity in 2045.

Additionally, the parent of the owner of the Barcarena Power Plant entered into an agreement for the issuance of up to $ 200 million of convertible debentures maturing in October 2028 ("Barcarena Debentures").

Interest on the Barcarena Debentures is due quarterly, and interest accrues at an annual rate of 12 %, increasing 1.25 % each year after the third anniversary of issuance.

The Company is able to prepay the Barcarena Debentures, subject to customary break funding

costs, and the Company is required to utilize certain excess cash flows from the Company's Brazilian operations to prepay principal.

The Barcarena Debentures are convertible to shares of one of the Company's indirect Brazilian subsidiaries on the maturity date at the creditors' option, based on the current fair value of this subsidiary's equity at the time of conversion.

The obligations under the Barcarena Debentures are guaranteed by certain indirect Brazilian subsidiaries that own Company's LNG regasification terminals located in Pará, Brazil ("Barcarena Terminal") and Santa Catarina, Brazil .

NFE has also provided a parent company guarantee that will be released once the Barcarena Terminal commences commercial operations.

Brazilian subsidiaries guaranteeing these obligations are required to comply with customary affirmative and negative covenants, and the Barcarena Debentures also provides for customary events of default, prepayment and cure provisions.

Term Loan B Credit Agreement

On October 30, 2023, the Company entered into a credit agreement (the “Term Loan B Agreement”) pursuant to which the lenders funded term loans to the Company in an aggregate principal amount of $ 856 million ("Term Loan B").

The proceeds from the Term Loan B issuance were used to repay the Bridge Term Loans and may be used for working capital and other general corporate purposes.

The Term Loan B will mature in October 2028 if the 2025 Notes and 2026 Notes (each as defined in the Annual Report) are refinanced prior to their maturities;

if not, the Term Loan B becomes due approximately 60 days prior to the maturity of each the 2025 Notes and 2026 Notes.

Quarterly principal payments of approximately $ 2.1 million begin to be due starting March 2024.

The Term Loan B is guaranteed on a senior secured basis by each domestic subsidiary that is a guarantor under the 2025 Notes, 2026 Notes and Revolving Facility (each as defined in the Annual Report) and will be guaranteed on a senior secured basis by each foreign guarantor that is a guarantor under the 2025 Notes, 2026 Notes and Revolving Facility on a post-closing basis.

The Term Loan B is and will be secured by substantially the same collateral as the first lien obligations under the 2025 Notes, 2026 Notes, the Company's letter of credit facility and Revolving Facility.

Additionally the Term Loan B is secured by assets comprising the Company's first Fast LNG project in Altamira, Mexico.

The Term Loan B bears interest at a per annum rate equal to Adjusted Term SOFR (as defined in the Term Loan B Agreement) plus 5.0 %.

The Company may prepay the Term Loan B at its option subject to prepayment premiums until October 2025 and customary break funding costs.

The Company is required to prepay the Term Loan B with the net proceeds of certain asset sales, condemnations, and debt and convertible securities issuances, in each case subject to certain exceptions and thresholds.

Additionally, commencing with the fiscal quarter ending December 31, 2024, the Company will be required to prepay the Term Loan B with the Company’s Excess Cash Flow (as defined in the Term Loan B Agreement).

The Term Loan B Agreement contains usual and customary representations and warranties, and usual and customary affirmative and negative covenants.

No financial covenant compliance is required under the Term Loan B Agreement.

In April 2024, PortoCem, one of the Company's consolidated subsidiaries, and a syndicate of banks in Brazil entered into a commitment letter for R$ 2.9 billion of financing that will be used to develop and construct a power plant to deliver under the capacity reserve contracts acquired in the PortoCem Acquisition.

The Company has current received funding under a short term credit note of R$ 600 million from this syndicate that is due in July 2024, and PortoCem used a portion of the proceeds to repay the PortoCem BTG Loan.

The short term credit note will be replaced by the longer term committed funding under the commitment letter once certain conditions precedent are met, which is currently expected in May.

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

What changed 10-Q

Item 1. Financial Statements