New Fortress Energy Inc. - Tender Offer 2024 (US) - Update

New Fortress Energy Inc. Announces Increase to Previously Announced Cash Tender Offer for its 6.750% Senior Secured Notes due 2025 - US644393AA81 - USU6422PAA67

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06 MARCH 2024

Full announcement including disclaimers and offer/distribution restrictions available via Businesswire

"NEW YORK--(BUSINESS WIRE)--New Fortress Energy Inc. (NASDAQ: NFE) (the “Company”) previously announced the commencement of a tender offer (the “Tender Offer”) to purchase for cash up to $250,000,000 in aggregate principal amount of its outstanding 6.750% Senior Secured Notes due 2025 (the “Notes”). The Company hereby amends the Tender Offer to purchase for cash up to $375,000,000 in aggregate principal amount of the Notes (as such aggregate principal amount may be increased or decreased by the Company, the “Aggregate Maximum Principal Amount”).

The Tender Offer is subject to customary conditions, including, among others, that the Company receive gross proceeds of at least $750,000,000 from a debt financing on terms and conditions acceptable to the Company. On March 5, 2024, the Company priced and upsized an offering of $750,000,000 in aggregate principal amount of 8.75% senior secured notes due 2029, which offering is expected to close on March 8, 2024, subject to customary conditions (the “Debt Financing”). Upon the successful completion of such Debt Financing, together with any and all other conditions of the Tender Offer, the Company intends to use a portion of the proceeds from such Debt Financing (net of transaction fees and expenses) to finance the Company’s purchase of Notes pursuant to the Tender Offer. The Tender Offer is being made pursuant to an Offer to Purchase, dated March 5, 2024, as amended by the terms set forth herein (the “Offer to Purchase”). Capitalized terms used but not defined herein have the meaning given to them in the Offer to Purchase.

The following table sets forth the Tender Offer Consideration, the Early Tender Payment and the Total Consideration (each, as defined herein) for the Tender Offer:"

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New Fortress Energy Inc. Announces Cash Tender Offer for up to $250,000,000 of its 6.750% Senior Secured Notes due 2025 - US644393AA81 - USU6422PAA67

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05 MARCH 2024

Full announcement including disclaimers and offer/distribution restrictions available via Businesswire

NEW YORK--(BUSINESS WIRE)--New Fortress Energy Inc. (NASDAQ: NFE) (the “Company”) today announced the commencement of a tender offer (the “Tender Offer”) to purchase for cash up to $250,000,000 in aggregate principal amount (as such aggregate principal amount may be increased or decreased by the Company, the “Aggregate Maximum Principal Amount”) of its outstanding 6.750% Senior Secured Notes due 2025 (the “Notes”). The Tender Offer is being made pursuant to an Offer to Purchase, dated March 5, 2024 (the “Offer to Purchase”).

The Tender Offer is subject to customary conditions, including, among others, that the Offeror receive gross proceeds of at least $500 million from a debt financing on terms and conditions acceptable to the Offeror. The Offeror intends to complete a Debt Financing in connection with the Tender Offer, subject to market conditions, and upon the successful completion of such Debt Financing, together with any and all other conditions of the Tender Offer, the Offeror intends to use a portion of the proceeds from such Debt Financing (net of transaction fees and expenses) to finance the Offeror’s purchase of Notes pursuant to the Tender Offer.

The following table sets forth the Tender Offer Consideration, the Early Tender Payment and the Total Consideration (each, as defined herein) for the Tender Offer:

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